FORM 6-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                        Report of Foreign Private Issuer
                    Pursuant to Rule 13a - 16 or 15d - 16 of
                      the Securities Exchange Act of 1934

                           For the month of August, 2005

                               HSBC Holdings plc

                              42nd Floor, 8 Canada
                        Square, London E14 5HQ, England


(Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F).

                          Form 20-F X Form 40-F ......

(Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934).

                                Yes....... No X


(If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82- ..............)






             THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED
                 2005 INTERIM CONSOLIDATED RESULTS - HIGHLIGHTS

-Operating profit excluding loan impairment charges and other credit risk
 provisions up 7.7 per cent to HK$23,759 million (HK$22,058 million in the
 first half of 2004; up 16.9 per cent from HK$20,316 million in the second
 half of last year).

-Pre-tax profit up 2.2 per cent to HK$24,163 million (HK$23,644 million in
 the first half of 2004; up 21.5 per cent from HK$19,891 million in the
 second half of last year).

-Attributable profit up 1.6 per cent to HK$17,564 million (HK$17,287
 million in the first half of 2004; up 18.2 per cent from HK$14,860 million
 in the second half of last year).

-Return on average shareholders' funds of 39.7 per cent (50.1 per cent and
 37.0 per cent in the first and second half of 2004 respectively).

-Assets up 3.7 per cent to HK$2,582 billion (HK$2,489 billion at the end
 of 2004).

-Total capital ratio of 12.2 per cent; tier 1 capital ratio of 11.4 per
 cent (11.9 per cent and 11.4 per cent at 31 December 2004).

-Cost:income ratio of 38.4 per cent (36.7 per cent and 41.0 per cent for
 the first and second half of 2004 respectively).

Comparative figures have been restated to reflect the adoption of a number of
new and revised Hong Kong Financial Reporting Standards and Hong Kong Accounting
Standards, details of which are set out in the appendix.

Comment by Vincent Cheng, Chairman

In the first half of 2005, The Hongkong and Shanghai Banking Corporation
continued to make progress developing its customer group businesses. Operating
profit excluding loan impairment provisions was 7.7 per cent higher than in the
comparable period in 2004 at HK$23,759 million. The results reflect a
significant improvement in net interest income in Hong Kong on wider deposit
margins against a backdrop of rising interest rates. The bank's performance was
affected by higher costs in Corporate, Investment Banking and Markets that
include the acquisition of Bank of Bermuda operations in Hong Kong. More
difficult trading conditions also affected treasury revenues. Pre-tax profit for
the group was up 2.2 per cent, reflecting higher net charges for impairment
provisions. Highlights include:

-In Personal Financial Services, net interest income increased by HK$2,937
 million or 29.7 per cent over the first half of 2004.
-In Hong Kong, HSBC remained the number one card issuer with 3.6 million
 cards in force.
-In the rest of Asia-Pacific, cards in issue increased by 41.6 per cent to
 4.2 million.
-Overall insurance income from personal customers rose by 11.7 per cent to
 HK$1,905 million.
-In Commercial Banking, net interest income increased by HK$1,846 million
 or 57.4 per cent, reflecting 10.0 per cent growth in advances over the same
 period last year.
-Net fee income in Commercial Banking was 7.9 per cent higher at HK$2,207
 million, supported by strong trade activity in Hong Kong and mainland China.
-In Corporate, Investment Banking and Markets, trading income increased by
 20.8 per cent over the first half of 2004.
-HSBC acted as the joint global co-ordinator of the HK$16.8 billion
 initial public offering by Bank of Communications and of the HK$9.5 billion
 IPO of China COSCO Holdings, two of the three largest IPOs in Asia, ex-Japan, 
 this year.

In the first half of the year, we continued to invest in the future of our
business. Personal Financial Services increased headcount to support business
expansion across the region, and a number of marketing campaigns targeted at the
personal lending and wealth management sector added to costs. Investment in
technology has also risen as the group has expanded and upgraded the
infrastructure necessary to support the increased product range offered to
customers. In Commercial Banking, the number of relationship managers and
support staff increased. There was significant growth in operating expenses
within Corporate, Investment Banking and Markets, reflecting the inclusion of
the Asia-Pacific operations of Bank of Bermuda and increased headcount to
support business expansion.

Building on the investments in Bank of Communications, Ping An and Bank of
Shanghai, we have made significant progress in the development of our China
strategy. We acquired 1.34 billion shares in Bank of Communications on its
listing in Hong Kong in order to maintain our 19.9 per cent stake in the bank.
In May, we undertook a soft launch, with Bank of Communications, of a co-branded
credit card, the Pacific Credit Card, which is denominated in renminbi and the
US dollar. In respect of Ping An, we have reached an agreement to acquire a
further 9.91 per cent which, added to the existing stake, will lift HSBC's
holding in the company to 19.9 per cent. This agreement is subject to
shareholder and regulatory approval. When these investments have been completed,
HSBC will have invested around US$5 billion in China.

Although we anticipate moderate growth in mainland China and Hong Kong in the
second half of the year, the success of the United States in correcting the
recent slow-down in its economy provides encouragement for the countries and
territories of the Asia-Pacific region. However, the outlook remains challenging
with strong competition and continuing subdued loan demand in Hong Kong. In
these circumstances, the investments made by the customer groups ensure that The
Hongkong and Shanghai Banking Corporation is well positioned to pursue its
strategy of organic growth and to take advantage of business opportunities in
the region.

Results by Customer Group



                                       Corporate,
                                       Investment
               Personal                   Banking
Figures in    Financial  Commercial           and   Private
      HK$m     Services     Banking       Markets   Banking       Other        Total


Half-year ended
  30Jun05
                                                             
Net interest
  income         12,819       5,062         5,034        29      (1,534)      21,410

Net fee income    4,152       2,207         2,452        29          34        8,874
 
Trading income      449         276         3,701         3        (233)       4,196

Net income from
  financial 
  instruments
  designated at
  fair value        163        (342)          152         -         (29)        (56)

Gains less losses
  from financial
  investments         3          23           (35)        -         356         347

Dividend income       3           2           106         -         138         249

Net earned
  insurance
  premiums        6,546         356            73         -           -       6,975

Other operating
  income^         1,028         150           472         7       1,063       2,720

Total operating
  income         25,163       7,734        11,955        68        (205)     44,715

Net insurance 
  claims incurred 
  and movement in
  policyholder
  liabilities    (5,932)       (168)          (39)        -           -      (6,139)

Net operating
  income before
  loan impairment
  charges and other 
  credit risk
  provisions     19,231       7,566        11,916        68        (205)     38,576

Loan impairment
  charges and
  other credit
  risk provisions   (60)       (510)           54         -           -        (516)

Net operating        
  income         19,171       7,056        11,970        68        (205)     38,060

Operating
  expenses^      (7,912)     (2,560)       (4,701)      (52)        408     (14,817)

Operating
  profit         11,259       4,496         7,269        16         203      23,243

Share of profit 
  in associates      93         566           231         -          30         920

Profit before 
  tax            11,352       5,062         7,500        16         233      24,163

Share of pre-tax
  profit           47.0%       21.0%         31.0%        -         1.0%      100.0%





                                         Corporate,
                                         Investment
                Personal                    Banking
Figures in     Financial   Commercial           and   Private                    Total
      HK$m      Services      Banking       Markets   Banking       Other     restated

Half-year ended
  30Jun04
                                                               
Net interest 
  income           9,882        3,216         5,993        15      (1,041)      18,065

Net fee income     4,082        2,045         2,225        22          13        8,387

Trading income       276          231         3,063         3         256        3,829

Net investment
  income on
  assets backing
  policyholder
  liabilities         52          175             -         -        (133)          94

Gains less losses 
  from financial
  investments         (9)           3            47         -         541          582

Dividend income       15            4             6         -          86          111

Net earned insurance
  premiums         6,398        2,268            69         -           -        8,735

Other operating
  income^          1,145          207           330         1         722        2,405

Total operating
  income          21,841        8,149        11,733        41         444       42,208

Net insurance 
  claims incurred 
  and movement in
  policyholder
  liabilities     (5,197)      (2,114)          (45)        -           -       (7,356)

Net operating
  income before
  loan impairment
  charges and other 
  credit risk
  provisions      16,644        6,035        11,688        41         444       34,852

Loan impairment
  charges and
  other credit
  risk provisions   (637)       1,570           635         -          (6)       1,562

Net operating
  income          16,007        7,605        12,323        41         438       36,414

Operating 
  expenses^       (7,490)      (2,316)       (3,375)      (33)        420      (12,794)

Operating profit   8,517        5,289         8,948         8         858       23,620

Share of profit 
  in associates       15            -             -         -           9           24

Profit before tax  8,532        5,289         8,948         8         867       23,644

Share of pre-tax 
  profit            36.1%        22.4%         37.8%        -         3.7%       100.0%






                                                Corporate,
                                                Investment
                Personal                           Banking
Figures in     Financial    Commercial                 and    Private                    Total
HK$m            Services       Banking             Markets    Banking       Other     restated

Half-year ended 31Dec04
                                                                       
Net interest 
  income          10,903         3,849               5,265         20      (1,132)      18,905

Net fee income     3,442         2,066               2,787         20        (421)       7,894

Trading income       341           289               2,732          2        (190)       3,174

Net investment
  income on assets 
  backing 
  policyholder
  liabilities      1,036         1,428                   -          -        (138)       2,326

Gains less losses 
  from financial
  investments         (4)           (2)                 17          -         904          915

Dividend income        3             2                  11          -          36           52

Net earned insurance
  premiums         6,788         2,620                  79          -           -        9,487

Other operating
  income^          1,294           242                 553          -        (380)       1,709

Total operating
  income          23,803        10,494              11,444         42      (1,321)      44,462

Net insurance
  claims incurred 
  and movement in
  policyholder
  liabilities     (6,244)       (3,736)                (48)         -           -      (10,028)

Net operating
  income before
  loan impairment
  charges and other
  credit risk
  provisions      17,559         6,758              11,396         42      (1,321)      34,434

Loan impairment
  charges and other
  credit risk
  provisions        (653)         (932)                884          -           1         (700)

Net operating
  income          16,906         5,826              12,280         42      (1,320)      33,734

Operating
  expenses^       (8,169)       (2,468)             (3,913)       (41)        473      (14,118)

Operating profit   8,737         3,358               8,367          1        (847)      19,616

Share of profit in
  associates          58           170                  20          -          27          275

Profit before tax  8,795         3,528               8,387          1        (820)      19,891

Share of pre-tax 
  profit            44.2%         17.7%               42.2%         -        (4.1)%      100.0%



^   Other operating income and operating expenses in 'other' include an
    adjustment of HK$2,283 million to eliminate intra-group items (first half of
    2004: HK$2,412 million; second half of 2004: HK$2,541 million).

Personal Financial Services reported profit before tax of HK$11,352 million,
which was HK$2,820 million, or 33.1 per cent, higher than the first half of
2004. This reflected strong growth in Hong Kong of HK$2,475 million, or 30.7 per
cent, in profit before tax, driven primarily by the widening of deposit margins
subsequent to the rises in Hong Kong dollar interest rates this year. In the
rest of Asia-Pacific, profit before tax increased by 70.8 per cent to HK$830
million, reflecting continued expansion across the region, particularly in
credit cards and mortgage loans.

Net interest income increased by HK$2,937 million, or 29.7 per cent, compared
with the first half of 2004. In Hong Kong, net interest income improved by
HK$2,257 million, or 30.1 per cent. During the first half of 2005, interest
rates in Hong Kong rose significantly reflecting rising US dollar interest
rates. In addition, adjustments to the HK$:US$ Linked Exchange Rate Mechanism
removed the likelihood of an upward realignment of the Hong Kong dollar,
prompting a reversal of much of the inward flows from investors in 2004 that had
depressed local market rates. This led to a widening of deposit spreads to more
normal levels compared with the exceptionally low levels experienced in 2004.
Competition in the local mortgage market remained intense and margins were
impacted by the rising cost of funds. In the rest of Asia-Pacific, net interest
income rose by HK$680 million, or 28.6 per cent, reflecting strong asset growth
across the region. Mortgage lending increased in Australia, Taiwan, Korea,
Singapore and India, benefiting from increased use of a direct sales force and
successful promotional campaigns. Interest earned on credit cards was higher,
notably in Indonesia, the Philippines, India and Taiwan, reflecting strong
growth in receivables. Net interest income also includes income of HK$400
million from held-to-maturity investments in the insurance business; such income
was included in 'Other operating income' in prior periods.

Net fee income of HK$4,152 million was 1.7 per cent higher than the first half
of 2004, largely attributable to strong growth in the sales of wealth management
and insurance products throughout the rest of Asia-Pacific and higher credit
card fee income. Fee income from unit trust sales fell by 30.0 per cent, driven
by a change in market sentiment in Hong Kong, as in the higher interest rate
environment and with a flattening yield curve, investors reduced their demand
for capital guaranteed funds. Sales of structured products in Hong Kong,
however, remained strong as income grew by 258.9 per cent to HK$361 million,
reflecting increased marketing effort and an enhanced product range.

Fee income from credit cards was HK$190 million, or 21.1 per cent, higher than
the first half of 2004, as the group maintained its position as the largest card
issuer in Hong Kong. In the rest of Asia-Pacific, cards in issue grew by 41.6
per cent. Innovative and targeted promotional campaigns, together with an
enhanced rewards programme, led to increased card spending which grew by HK$13.4
billion across the region.

The group has continued to grow and develop its insurance business throughout
the region. Overall, insurance income from personal customers rose by 11.7 per
cent to HK$1,905 million. In Hong Kong, revenues from general insurance and the
mandatory provident fund business were higher, although demand fell for life
assurance and investment-linked products.

Operating expenses increased by HK$422 million, or 5.6 per cent, over the first
half of 2004. Headcount rose to support business expansion across the region and
included the recruitment of additional financial planning managers in Hong Kong
and sales staff in the rest of Asia-Pacific. Performance-related pay rose in
line with the increase in sales revenues. The various growth initiatives also
incurred higher marketing costs, particularly for mortgages, credit cards,
insurance and investment products, and increased investment in technology to
support higher business volumes and new product lines. The increase was partly
mitigated by the impact of a change in the allocation of certain centrally borne
expenses to customer groups.

The charge for impairment provisions fell markedly, by HK$577 million to HK$60
million, with lower provisions in the credit card, mortgage and other personal
lending portfolios, reflecting the improved credit conditions across much of the
region. In particular, credit conditions improved in Hong Kong as the economy
continued to recover with falling unemployment, lower bankruptcies and higher
residential property prices, while in the rest of Asia-Pacific, provisions
remained relatively flat against a backdrop of significant asset growth.

Income from associates largely represents the share of profits from Bank of
Communications attributable to Personal Financial Services for the six months to
31 March 2005.

Commercial Banking reported profit before tax of HK$5,062 million, a decrease of
4.3 per cent over the first half of 2004, attributable primarily to a net charge
for impairment provisions compared with a net release last year. Operating
profit excluding provisions grew in Hong Kong by 37.8 per cent to HK$3,985
million, and in the rest of Asia-Pacific to HK$1,019 million from HK$830
million.

Net interest income increased by HK$1,846 million, or 57.4 per cent, compared
with the first half of 2004, reflecting a 10.0 per cent growth in advances since
the end of 2004, and improvements in deposit spreads following rises in Hong
Kong dollar interest rates, coupled with increased active management of the
Commercial Banking deposit base. The benefit was, however, partly offset by
competitive pressure on lending margins. In Hong Kong, advances to the
manufacturing, trading and retail sectors grew, with higher new lending and
increased utilisation of existing facilities. The introduction of Core Business
Banking Centres in 2004, together with an increase in the number of dedicated
relationship managers to serve key accounts, and the implementation of a
pre-approved lending programme for small and medium-sized enterprises,
contributed to the growth in lending and deposits. The group continued to
benefit from the growth in international trade and the expansion of the Chinese
economy. Business links between Hong Kong and mainland China continue to be
developed. Throughout the region, the sales force and number of relationship
managers have increased to take advantage of cross-selling opportunities for
insurance and investment products, as well as expanding lending and
deposit-taking activities. In the rest of Asia-Pacific, net interest income
increased, notably in Singapore, mainland China and Taiwan, as a result of asset
and deposit growth and improved deposit spreads. Net interest income also
includes income of HK$350 million from held-to-maturity investments in the
insurance business; this was included in 'Other operating income' in prior
periods.

Net fee income at HK$2,207 million was 7.9 per cent higher than the same period
in 2004. Trade finance activity in Hong Kong and mainland China remained strong,
and fee income rose despite increasing market competition. The marketing of
foreign exchange products to Hong Kong customers engaged in international trade
was also successful in contributing to revenues. Income from the sale of wealth
management products fell, reflecting a fall in demand for unit trusts in Hong
Kong. Net fee income in 2005 additionally includes fees relating to retirement
and other investment schemes; these were included in 'Net earned insurance
premiums' and 'Net insurance claims incurred and movement in policyholder
liabilities' in prior periods.

Operating expenses rose by HK$244 million, or 10.5 per cent, as the number of
relationship managers and support staff increased, although savings were made
from initiatives to handle business via low cost channels, including the further
enhancement of Internet banking. A change in the allocation of certain centrally
borne expenses to customer groups pushed cost growth into double digits.

There was a swing of HK$2,080 million in impairment provisions to a net charge
of HK$510 million from a net credit of HK$1,570 million in the first half of 
2004, with higher new specific provisions, and lower releases and recoveries, in
the bank in Hong Kong and Hang Seng Bank.

Income from associates represents the share of profits from Bank of
Communications and Industrial Bank attributable to Commercial Banking for the
six months to 31 March 2005.

Corporate, Investment Banking and Markets reported profit before tax of HK$7,500
million, 16.2 per cent lower than the first half of 2004, as a result of a
decline in net interest income in Global Markets which more than offset a strong
trading performance.

Net interest income fell by HK$959 million, or 16.0 per cent, compared with the
first half of last year. In Corporate and Institutional Banking, deposit spreads
improved following rises in Hong Kong dollar interest rates, which together with
a modest growth in loans, contributed to the increase in net interest income of
33.6 per cent. In addition, Korea, Taiwan and India benefited from the growth in
deposits from securities custody and clearing customers. In Global Markets, the
adoption of new accounting standards affected trading income through the
reclassification of interest and dividend income on trading assets and
liabilties that was formerly recorded as 'Net interest income' and 'Dividend
income', to 'Trading income'. This added HK$568 million to net interest income,
but was, however, more than offset by the maturity of higher yielding assets,
rising short-term rates and flatter yield curves, resulting in less profitable
reinvestment opportunities. In Singapore and Japan, net interest income
declined, due similarly to the maturity of high yielding assets and less
profitable reinvestment opportunities.

Trading income increased by HK$638 million, or 20.8 per cent, over the first
half of 2004, despite the impact of the inclusion of the net interest expense of
HK$568 million on trading assets and liabilities this year. Debt securities
trading benefited from correct positioning, with tightening in short-term
corporate spreads in the low Hong Kong dollar interest rate environment in the
first quarter of 2005. This was, however, partly offset by losses on certain
high yield bonds, following the downgrading of certain companies in the
automobile sector during the second quarter.

In Hong Kong, investments made in enhancing the structured products platform
resulted in increased revenues in foreign exchange options, equity derivatives,
structured credit derivatives and interest rate derivatives, partly offset by
lower revenues generated from capital-guaranteed investment solutions as
investors switched to deposit products in the rising interest rate environment.

In the rest of Asia-Pacific, excellent progress was made in the roll-out of
structured products, particularly in Korea, Singapore and Thailand, with
revenues doubling over the same period last year. Foreign exchange revenues also
improved, benefiting from currency volatility and the group's growing customer
franchise in the region.

Net fee income rose by 10.2 per cent to HK$2,452 million, principally due to the
inclusion of the first six months' results for Bank of Bermuda, which
contributed HK$361 million to revenues. Corporate and Institutional Banking saw
an increase in fees and commissions from the securities custody and clearing
business, which benefited from increased stock market activity across the
region, notably in Korea and India. Investment Banking revenues declined,
reflecting a quiet market in the early part of 2005, although recovery commenced
in the second quarter, particularly in cross-border transactions and advisory
business, with HSBC acting as joint global co-ordinator of the HK$16.8 billion
initial public offering by Bank of Communications and of the HK$9.5 billion IPO
of China COSCO Holdings, two of the three largest IPOs in Asia, ex-Japan, this
year.

Operating expenses increased by 39.3 per cent compared with the first half of
2004, reflecting higher staff costs and the inclusion of costs relating to the
Asia-Pacific operations of Bank of Bermuda. Headcount increased to support
business expansion, including the build up of the investment banking division
and the recruitment of senior relationship managers to extend coverage along
industry sector lines. The cost base was further impacted by a change in the 
allocation of certain centrally allocated overheads to customer groups and a 
rise in cost recharges in respect of global management functions.

There was a net release of impairment provisions of HK$54 million, HK$581
million lower than in the first half of 2004. New specific individual provisions
were lower, reflecting the benign credit environment in Hong Kong, although
releases and recoveries fell and there was an increase in collective provisions
compared with a release last year.

Income from associates largely represents the share of profits from Bank of
Communications and Industrial Bank attributable to Corporate, Investment Banking
and Markets for the six months to 31 March 2005.

Other includes income and expenses relating to staff housing loans, certain
property activities and investment and other activities that are not allocated
to other customer groups.

Net interest income was lower, reflecting an increase in preference shares
issued coupled with higher funding costs. The surplus on property revaluation
and profits from property sales were higher, offset by lower gains on the
disposal and revaluation of long-term investments.

Consolidated Income Statement



                           Half-year ended    Half-year ended    Half-year ended
                                   30Jun05            30Jun04            31Dec04
Figures in HK$m                                      restated           restated

                                                                    
Interest income                     35,859             27,451             30,496
Interest expense                   (14,449)            (9,386)           (11,591)
Net interest income                 21,410             18,065             18,905
Fee income                          10,579              9,883              9,593
Fee expense                         (1,705)            (1,496)            (1,699)
Net fee income                       8,874              8,387              7,894
Trading income                       4,196              3,829              3,174
Net loss from financial
  instruments designated 
  at fair value                        (56)                 -                  -
Net investment income on assets
  backing policyholder liabilities       -                 94              2,326
Gains less losses from financial
  investments                          347                582                915
Dividend income                        249                111                 52
Net earned insurance premiums        6,975              8,735              9,487
Other operating income               2,720              2,405              1,709
Total operating income              44,715             42,208             44,462
Net insurance claims incurred
  and movement in policyholder
  liabilities                       (6,139)            (7,356)           (10,028)
Net operating income before loan
  impairment charges and other
  credit risk provisions            38,576             34,852             34,434
Loan impairment charges and
  other credit risk provisions        (516)             1,562               (700)
Net operating income                38,060             36,414             33,734
Employee compensation and benefits  (8,425)            (7,253)            (7,512)
General and administrative
  expenses                          (5,402)            (4,622)            (5,669)
Depreciation of property, plant
  and equipment                       (927)              (870)              (885)
Amortisation of intangible assets      (63)               (49)               (52)
Total operating expenses           (14,817)           (12,794)           (14,118)
Operating profit                    23,243             23,620             19,616
Share of profit in associates          920                 24                275
Profit before tax                   24,163             23,644             19,891
Tax charge                          (4,248)            (4,027)            (2,961)
Profit after tax                    19,915             19,617             16,930
Profit attributable
  to minority interests             (2,351)            (2,330)            (2,070)
Profit attributable to 
  shareholders                      17,564             17,287             14,860


Extract from the Consolidated Balance Sheet



                             At 30Jun05      At 30Jun04        At 31Dec04
Figures in HK$m                                restated          restated

Assets
                                                             
Cash and short-term funds       493,159         417,031           510,644
Placings with banks maturing 
  after one month                94,560         114,738            74,711
Certificates of deposit          55,427          51,980            51,743
Hong Kong SAR Government
  certificates of indebtedness   94,804          85,674            92,334
Trading assets                  159,447         113,415           109,899
Financial assets designated
  at fair value                  35,647               -                 -
Derivatives                      77,137          60,759            94,398
Advances to customers           973,637         849,944           919,192
Financial investments           410,442         418,533           450,165
Amounts due from fellow
  subsidiary companies           67,243          43,488            82,592
Investments in associates        20,508           2,387            16,343
Goodwill and intangible assets    6,222           4,128             5,329
Property, plant and equipment    32,978          29,182            30,425
Deferred tax assets               1,238           1,628             1,711
Retirement benefits               1,229           1,561             1,307
Other assets                     58,620          53,424            47,851
                              2,582,298       2,247,872         2,488,644
Liabilities
Hong Kong SAR currency
  notes in circulation           94,804          85,674            92,334
Deposits by banks               115,254          75,640            74,980
Customer accounts             1,671,433       1,570,851         1,728,111
Trading liabilities             218,652          35,810            37,281
Financial liabilities 
  designated at fair value        2,187               -                 -
Derivatives                      75,929          57,603            92,362
Debt securities in issue         59,600         131,688           155,162
Retirement benefit liabilities      359             383               327
Amounts due to fellow
  subsidiary companies           23,367          31,997            17,568
Amounts due to ultimate holding 
  company                           748             660               553
Other liabilities                65,380          56,770            60,610
Liabilities to policyholders
  under long-term assurance 
  business                            -          46,829            54,938
Liabilities to customers under 
  investment contracts           29,380               -                 -
Liabilities to customers under 
  insurance contracts issued     32,525               -                 -
Current taxation                  4,085           3,828             2,333
Deferred taxation                 3,540           3,530             3,715
Subordinated liabilities         12,569          12,777            11,142
Preference shares                62,978          47,212            55,602
                              2,472,790       2,161,252         2,387,018




                        At 30Jun05       At 30Jun04       At 31Dec04
Figures in HK$m                            restated         restated

Capital resources
                                                        
Share capital               22,494           16,254           22,494
Other reserves               5,963            3,988            6,525
Retained profits            58,759           46,215           51,497
Proposed dividend            6,000            4,750            4,800
Shareholders' funds         93,216           71,207           85,316
Minority interests          16,292           15,413           16,310
                           109,508           86,620          101,626
                         2,582,298        2,247,872        2,488,644



Consolidated Statement of Changes in Equity



                      Half-year ended           Half-year ended           Half-year ended
                              30Jun05                   30Jun04                   31Dec04
Figures in HK$m                                        restated                  restated
                                                                              
Called up share capital
Balance at the beginning of
  the period
- Balance previously 
  reported                     74,213                    51,603                    59,570
- Effect of transition 
  to HKFRS                    (51,719)                  (35,349)                  (43,316)
- As restated                  22,494                    16,254                    16,254
New ordinary shares issued          -                         -                     6,240
Balance at the end of 
  the period                   22,494                    16,254                    22,494

Property revaluation reserves
Balance at the beginning of
  the period
- Balance previously reported  11,907                     7,135                    10,856
- Effect of transition to 
  HKFRS                        (8,346)                   (4,817)                   (7,649)
- As restated                   3,561                     2,318                     3,207
Unrealised surplus on
  revaluation                   2,007                     1,301                       537
Transfer of depreciation from
  retained profits                (65)                      (62)                      (96)
Realisation on disposal of 
  property                       (438)                     (370)                      (47)
Other movements                     -                        20                       (40)
Balance at the end of the 
  period                         5,065                     3,207                     3,561

Other reserves
Balance at the beginning of
  the period
- Balance previously reported    5,492                     5,060                     4,966
- Effect of transition to
  HKFRS (excluding the effect 
  of HKAS 39 and HKFRS 4)       (2,528)                   (3,697)                   (4,185)
- As restated                    2,964                     1,363                       781
- Effect of adoption of HKAS 39 
  and HKFRS 4                    1,333                         -                         -
- As restated                    4,297                     1,363                       781
Long-term equity investments:
  Valuation gains taken to equity    -                       160                     1,406
  Transfer to profit or loss on 
    disposal                         -                      (221)                     (811)
Available-for-sale investments:
  Valuation losses taken to 
    equity                        (746)                        -                         -
  Transfer to profit or loss 
    on disposal                   (301)                        -                         -
  Transfer to profit or loss on
    change in fair value of 
    hedged items                   306                         -                         -
Share of associates' available-
  for-sale reserve                (111)                        -                         -
Cash flow hedges:
  Losses taken to equity        (2,132)                        -                         -
Exchange differences arising
  on monetary items that form 
  part of a net investment in
  a foreign operation             (540)                     (614)                    1,457
Employees' options granted cost 
  free by ultimate holding
  company                          125                        93                       131
Balance at the end of the 
  period                           898                       781                     2,964





                                Half-year ended               Half-year ended             Half-year ended
                                        30Jun05                       30Jun04                     31Dec04
Figures in HK$m                                                      restated                    restated

Retained profits
Balance at the beginning of the 
  period
                                                                                             
- Balance previously reported            51,083                        37,764                      44,204
- Effect of transition to HKFRS 
  (excluding the effect of HKAS 39
  and HKFRS 4)                              414                         1,371                       2,011
- As restated                            51,497                        39,135                      46,215
- Effect of adoption of HKAS 39 and
  HKFRS 4                                   (39)                            -                           -
- As restated                            51,458                        39,135                      46,215
Profit for the period attributable to
  shareholders                           17,564                        17,287                      14,860
Dividends                               (10,600)                      (10,750)                     (9,550)
Transfer of depreciation to property
  revaluation reserves                       65                            62                          96
Realisation on disposal of property         438                           393                          38
Actuarial losses on defined benefit 
  plans                                    (168)                         (110)                       (250)
Other movements                               2                           198                          88
Balance at the end of the period         58,759                        46,215                      51,497

Dividend declared but not yet approved    6,000                         4,750                       4,800

Shareholders' funds at the beginning of 
  the period                             81,810                        59,070                      66,457
Proposed dividend                         4,800                         8,450                       4,750
                                         86,610                        67,520                      71,207
Net change in shareholders' funds         5,406                         7,387                      14,059
Increase/(decrease) in proposed dividend  1,200                        (3,700)                         50
Shareholders' funds at the end of the
  period                                 93,216                        71,207                      85,316


Movements in reserves and retained profits are stated net of deferred tax where
applicable.

Consolidated Cash Flow Statement



                                  Half-year ended   Half-year ended
                                          30Jun05           30Jun04
Figures in HK$m                                            restated

Operating activities
                                                          
Cash generated from operations              2,921            22,804
Interest received on long-term
  investments                               6,313             6,091
Dividends received on long-term
  investments                                 228               104
Dividends received from associates             22                25
Interest paid on loan capital                (213)             (256)
Dividends paid to minority interests       (3,160)           (2,178)
Ordinary dividends paid                    (9,400)          (14,450)
Taxation paid                              (1,971)           (2,006)

Net cash (outflow)/inflow from
  operating activities                     (5,260)           10,134

Investing activities
Purchase of long-term investments        (140,786)         (147,807)
Proceeds from sale or redemption
  of long-term investments                153,904           132,586
Purchase of tangible fixed assets            (634)             (425)
Proceeds from sale of tangible
  fixed assets                                837               692
Net cash outflow in respect of
  acquisition of and increased 
  shareholding in subsidiary companies     (1,247)             (972)
Net cash inflow in respect of sales of
  subsidiary companies                        323                 -
Purchase of interest in associates         (1,166)           (2,010)


Net cash inflow/(outflow) from
  investing activities                     11,231           (17,936)

Net cash inflow/(outflow) before
  financing                                 5,971            (7,802)

Financing
Issue of cumulative irredeemable
  preference share capital                  7,376             7,784
Issue of subordinated debt                  2,392                 -

Net cash inflow from financing              9,768             7,784

Increase/(decrease) in cash and
  cash equivalents                         15,739               (18)


Additional Information



1. Net interest income
                                      Half-year ended    Half-year ended      Half-year ended
                                              30Jun05            30Jun04              31Dec04
Figures in HK$m                                                 restated             restated

                                                                                 
Net interest income                            21,410             18,065               18,905
Average interest-earning assets             2,008,241          1,888,690            1,961,003
Net interest spread                              1.95%              1.82%                1.81%
Net interest margin                              2.15%              1.92%                1.92%


Net interest income of HK$21,410 million was HK$3,345 million, or 18.5 per cent,
higher than the first half of 2004.

Net interest income from the Personal Financial Services business rose by
HK$2,937 million, or 29.7 per cent, primarily due to improved deposit spreads
resulting from rises in Hong Kong dollar interest rates this year. This was
coupled with strong growth in net interest income in the rest of Asia-Pacific,
driven by increased mortgage lending in Australia, Taiwan, Korea, Singapore and
India, and significant growth in credit card receivables and improved margins in
Indonesia, the Philippines, India and Taiwan. Net interest income from the
Commercial Banking business was HK$1,846 million, or 57.4 per cent, higher than
last year, mainly due to growth in lending and deposits and improved deposit
spreads, notably in Hong Kong, Singapore, mainland China and Taiwan. Net
interest income from Corporate, Investment Banking and Markets fell by HK$959
million, or 16 per cent, largely due to the maturity of high yielding treasury
assets in Hong Kong, and flat yield curves that gave limited opportunity for
position-taking. This was partly offset by the effect of the reclassification
this year of net interest expense of HK$568 million on trading assets and
liabilities to 'Trading income'. In addition, there was loan growth of HK$7
billion in corporate lending, and an increase in customer deposits of HK$8
billion. Included in net interest income this year is income earned on
held-to-maturity investments in the insurance businesses of HK$762 million,
which last year was classified as 'Net investment income on assets backing
policyholder liabilities'.

Average interest-earning assets rose by HK$120 billion, or 6.3 per cent, to
HK$2,008 billion. Average advances to customers grew by HK$112 billion, or 13.4
per cent, with strong growth in mortgage lending in Australia, Singapore,
Taiwan, Korea and India, and increases in commercial lending and trade finance
in Hong Kong and mainland China. Credit card receivables rose in most countries,
notably Hong Kong, Taiwan, Australia and Indonesia. Average loans to banks were
HK$91 billion higher, principally in the bank in Hong Kong, offset by the 
reclassification of certain interest-earning assets to 'Trading Assets'.

The group's net interest margin of 2.15 per cent for the first half of 2005 was
23 basis points higher than the comparable period in 2004. Spread widened by 13
basis points, largely due to the exclusion in 2005 of the net interest expense
on trading assets and liabilities. The inclusion of net interest income on
held-to-maturity investments in the insurance businesses increased the margin by
three basis points, while the rise in the number of preference shares issued and
higher funding costs thereon resulted in a fall of five basis points.

For the banking operations in Hong Kong (excluding Hang Seng Bank), net interest
margin increased by 46 basis points to 2.22 per cent for the first half of 2005.
Spread improved by 37 basis points to 2.04 per cent. This increase was
principally due to the reclassification of net interest expense on net trading
liabilities to trading profits. Wholesale rates increased significantly since
the first half of 2004, resulting in higher spreads on Hong Kong dollar and
foreign currency current, savings and deposit accounts. However, spreads on
mortgages and corporate lending were adversely impacted by a higher cost of
funds and competitive pressures on margins. The average yield on the residential
mortgage portfolio, excluding GHOS and staff loans, was 233 basis points below
BLR in the first half of 2005 compared with 187 basis points below BLR in the
same period last year. The contribution from net free funds rose by nine basis
points compared with the first half of 2004.

In Hang Seng Bank, net interest margin improved by 11 basis points to 2.13 per
cent with an increase in spread of four basis points due to the rise in deposit
spreads and inclusion of interest income from the held-to-maturity investment
portfolios held by life assurance funds. Spreads on treasury products narrowed
and mortgage portfolio yields continued to be affected by intense market
competition. The average yield on the residential mortgage portfolio, excluding
GHOS and staff loans, fell to 223 basis points below BLR for the first half of
2005, compared with 192 basis points for the same period last year. The
contribution from net free funds rose by seven basis points, benefiting from the
rise in market interest rates.

In the rest of Asia-Pacific, net interest margin at 2.00 per cent for 2005 was
five basis points higher than for the comparable period in 2004. Spread improved
by eight basis points to 1.86 per cent, with rises in several countries
including mainland China, Australia, Thailand and Taiwan, which benefited from
higher deposit spreads, and increased credit card margins in Indonesia. These
were partly offset by lower margins on non-trading treasury assets in Singapore
and India. The contribution from net free funds was three basis points lower.



2. Net fee income
                                         Half-year ended      Half-year ended       Half-year ended
                                                 30Jun05              30Jun04               31Dec04
Figures in HK$m                                                      restated              restated
                                                                                       
Fees and commissions
- Account services                                   642                  597                   609
- Credit facilities                                  584                  736                   711
- Import/export                                    1,345                1,264                 1,412
- Remittances                                        591                  520                   583
- Securities/stockbroking                          1,595                1,494                 1,348
- Cards                                            2,027                1,615                 1,824
- Insurance                                          161                  104                   113
- Unit trusts                                        959                1,588                   900
- Funds under management                           1,017                  586                   630
- Other                                            1,658                1,379                 1,463

Fees and commissions receivable                   10,579                9,883                 9,593

Fees and commissions payable                      (1,705)              (1,496)               (1,699)

                                                   8,874                8,387                 7,894


Net fee income was HK$487 million, or 5.8 per cent, higher than the first half
of 2004. Credit card fees rose by 25.5 per cent, reflecting the increase in the
number of cards in issue in the rest of Asia-Pacific, and higher cardholder
spending. Revenues from trade finance also grew, notably in Hang Seng Bank and
in the bank in mainland China and India, attributable to strong regional trade
flows. Customer appetite for wealth management products slowed this year in Hong
Kong, although the fall in demand for unit trusts was partially offset by
increased sales of structured products. Bank of Bermuda contributed HK$361
million to net fee income, following its integration into the group during the
second half of last year.



3. Trading income
                             Half-year ended            Half-year ended     Half-year ended
                                     30Jun05                    30Jun04             31Dec04
Figures in HK$m                                                restated            restated
                                                                              
Dealing profits
- Foreign exchange                     2,578                      2,681               1,999
- Interest rate derivatives            1,476                      1,254               1,126
- Debt securities                        318                       (136)               (124)
- Equities and other trading             338                         30                 173
                                       4,710                      3,829               3,174

Net interest expense on trading
 assets and liabilities                 (568)                         -                   -

Dividend income from trading 
  securities                              54                          -                   -

                                       4,196                      3,829               3,174


Trading income rose by 9.6 per cent to HK$4,196 million. Debt securities trading
benefited from correct positioning as short-term spreads on Hong Kong dollar
bonds contracted in the low interest rate environment in the earlier part of
2005, but this was partly offset by losses on certain high yield bonds following
the downgrading of companies in the automobile sector during the second quarter.
Interest rate derivatives trading performed strongly, reflecting an enhanced
capability in structured products in Hong Kong, Korea and Singapore, which more
than offset the fall in demand for wealth management products in Hong Kong as
customers switched to deposit products in the rising interest rate environment.
Credit and equity derivatives revenues also grew, and revaluation gains were
made on private equity investments.

Net interest expense on trading assets and liabilities largely represents
interest payable on the group's own debt and structured deposits managed in the
trading book, partly offset by interest income on debt securities. All such
interest was classified under 'Net interest income' in prior years.


4. Gains less losses from financial investments



                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated
                                                                  
Profit on disposal of
  available-for-sale
  securities                     348                      -                    -

Profit on disposal of
  long-term investments            -                    380                  931

Provision for
  impairment of 
  available-for-sale
  securities                      (1)                     -                    -

Reversal of/(provision
  for) impairment
  of long-term
  investments                      -                    202                  (16)

                                 347                    582                  915



The profit on disposal of available-for-sale securities primarily comprises
gains on the sale of equity securities, partly offset by losses on the disposal
of US dollar bonds.

In the first half of 2004, there was a partial write-back of a provision against
an equity investment.

5. Dividend income



                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated
                                                                    
Listed investments                52                     68                   32
Unlisted investments             191                     37                   14
Other participating
  interests                        6                      6                    6
                                 249                    111                   52
                                                             

6. Net earned insurance premiums

                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated

Gross insurance premium
  income                       7,239                  9,003                9,744
Less: reinsurance premiums      (264)                  (268)                (257)

                               6,975                  8,735                9,487
   
Premium income decreased compared with the first half of last year largely due
to a change in accounting treatment. In 2004, gross premium receipts on certain
investment plans and the corresponding increase in the bank's liability to
policyholders are disclosed, respectively, under 'Net earned insurance premiums'
and 'Net insurance claims incurred and movement in policyholder liabilities'. In
2005, a net number is included under 'Net fee income'.

7. Other operating income

                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated
                                       

Rental income                    230                    232                  230
Movement in present value of
  in force insurance business    490                    389                  444
Profit on disposal of tangible
  fixed assets                    19                    141                   51
Profit on disposal of subsidiary
  and associated companies        58                    309                   33
Surplus arising on
  property revaluation         1,038                    829                  209
Other                            885                    505                  742

                               2,720                  2,405                1,709
 
Profit on disposal of subsidiary and associated companies for the first half of
2005 comprises a gain made on the sale of HSBC Asset Management (Australia)
Limited. Profit for the first half of 2004 included a gain on the exchange of
the group's interest in World Finance International Limited, an associated
company, for an interest in Bergesen Worldwide.

The surplus arising on property revaluation comprises gains on the revaluation
of investment properties and the reversal of previous revaluation deficits that
had arisen when the value of certain premises fell below depreciated historical
cost. As permitted by Hong Kong Accounting Standard 40, prior year revaluation
gains on investment properties have been credited to reserves and accordingly
the prior year profit and loss figures have not been restated.

'Other' includes profits on the sale of a residential property in Hong Kong held
on an operating lease.

8. Loan impairment charges and other credit risk provisions

                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated
                                               
Net charge/(release) for
  impairment provisions

Advances to customers

- Specific individual 
  provisions:
  New provisions               1,222                  1,627                2,389
  Releases                    (1,249)                (1,379)              (1,071)
  Recoveries                    (161)                  (336)                (281)
                                (188)                   (88)               1,037
- Net charge/(release) for
  collective impairment
  provisions                     706                 (1,496)                (227)

- Country risk
  provision                       (8)                     -                    -
                                 510                 (1,584)                 810

Placings with banks maturing
  after one month
- Net release of specific
  individual provisions            -                      -                   (1)

                                 510                 (1,584)                 809
Other credit risk    
  provisions                       6                     22                 (109)
 
Total impairment
  charge/(credit)                516                 (1,562)                 700
                                                  
There was a net charge for loan impairment and other credit risk provisions of
HK$516 million compared with a net release of HK$1,562 million in the same
period last year. The charge for new specific individual provisions was lower as
credit card provisions were classified as specific individual in 2004, but as
collective in 2005. Excluding this effect, specific individual provisions rose,
largely against lending to commercial banking customers in Hong Kong. Provisions
against mortgages, credit card advances and other personal lending fell, in line
with the improving economy in Hong Kong with lower bankruptcies, falling
unemployment and a rise in property prices. Releases and recoveries were lower,
largely relating to corporates in Hong Kong, Singapore and Thailand, but this
was partly offset by higher releases against personal lending in Hong Kong and
against lending to commercial banking customers in mainland China. There was a
net charge for collective provisions, comprising the reclassification of credit
card provisions and a small charge against corporate lending, reflecting the
stable credit environment across the region.

9. Employee compensation and benefits

                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated

Salaries and other costs       7,991                  6,837                7,163
Retirement benefit costs         434                    416                  349

                               8,425                  7,253                7,512

Staff numbers by region^

                          At 30Jun05             At 30Jun04           At 31Dec04
                          
Hong Kong                     24,240                 23,132               23,947

Rest of Asia-Pacific          22,942                 19,430               21,009

Americas/Europe                   16                     16                   16
                            
Total                         47,198                 42,578               44,972
                             

^ Full-time equivalent

Staff costs increased by HK$1,172 million, or 16.2 per cent, compared with the
first half of 2004, attributable to the increase in headcount throughout the
region of 4,620. Staff numbers rose in all customer groups, notably in Personal
Financial Services in India, Taiwan, the Philippines, Thailand and Sri Lanka,
and Commercial Banking in Hong Kong and mainland China. The build-up of the
investment banking division continued in Hong Kong, and the integration of Bank
of Bermuda staff also added to headcount.

10. General and administrative expenses

                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated
                          
Premises and equipment                        
- Rental expenses                627                    597                  600
- Other premises and 
  equipment                      855                    818                  943
                               1,482                  1,415                1,543

Other administrative
  expenses                     3,716                  3,077                4,125

Litigation and other
  provisions                     204                    130                    1

                               5,402                  4,622                5,669
                              

The increase in general and administrative expenses of HK$780 million, or 16.9
per cent, reflected additional costs incurred in the business expansion
throughout the region. Advertising and marketing expenditure increased in
Thailand, Taiwan, India, Indonesia and Singapore, in line with the growth in the
Personal Financial Services business in these countries. Other expenses rose,
particularly in support of the expansion of the Corporate and Institutional
Banking businesses in Singapore, India, Korea and Taiwan.

11. Share of profit in associates

Share of profit in associates in the first half of 2005 included the group's
share of post-tax profits from Bank of Communications and Industrial Bank for
the six months to 31 March 2005.

12. Taxation

The charge for taxation in the consolidated profit and loss account comprises:

                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
Figures in HK$m                                    restated             restated
                                                         

Hong Kong profits tax          2,663                  2,292                1,690
Overseas taxation              1,300                  1,423                1,074
Deferred taxation                285                    312                  197
                               4,248                  4,027                2,961
                                                             
The effective rate of tax for the first half of 2005 was 17.6 per cent, compared
with 17.0 per cent for the first half of 2004, principally as a result of the
interest expense on preference shares for which tax relief is not available.



13. Dividends



                     Half-year ended        Half-year ended      Half-year ended
                             30Jun05                30Jun04              31Dec04
                  HK$           HK$m        HK$        HK$m         HK$     HK$m
            per share                 per share               per share

Dividends
  on ordinary
  share capital
                                                           
- Paid           0.51          4,600       0.92       6,000        0.53    4,750
- Proposed       0.67          6,000       0.73       4,750        0.53    4,800
                 1.18         10,600       1.65      10,750        1.06    9,550
             


14. Trading assets



                         At 30Jun05              At 30Jun04           At 31Dec04
Figures in HK$m                                    restated             restated
             
                                                                    
Debt securities             117,682                  95,971               89,355
Equity shares                 5,860                  17,444               20,544
Treasury bills               34,979                       -                    -
Other                           926                       -                    -

                            159,447                 113,415              109,899

                      
Treasury bills held for trading have been reclassified from 'Cash and short-term
funds' to 'Trading assets'. Certain equity shares and debt securities are now
classified as 'Financial assets designated at fair value' (see Note 15).

15. Financial assets designated at fair value



                          At30Jun05               At30Jun04            At31Dec04
Figures in HK$m                                    restated             restated
                    
                                                                    
Debt securities              15,884                       -                    -
Equity shares                15,524                       -                    -
Other                         4,239                       -                    -
                             35,647                       -                    -

There was no such category in 2004.

16. Advances to customers
                          At30Jun05               At30Jun04            At31Dec04
Figures in HK$m                                    restated             restated

Gross advances to 
  customers                 980,912                 858,625              927,121

Specific individual
  provisions                 (4,114)                 (6,058)              (5,482)
Collective impairment
  provisions                 (3,158)                 (2,623)              (2,447)
Country risk provisions          (3)                      -                    -
Total provisions             (7,275)                 (8,681)              (7,929)
                            973,637                 849,944              919,192
                 
Provisions as a percentage 
  of gross advances 
  to customers:
Specific individual
  provisions                   0.42%                   0.70%                0.59%
Collective impairment
  provisions                   0.32%                   0.31%                0.26%
Country risk provisions           -                       -                    -
Total provisions               0.74%                   1.01%                0.85%

  
17. Impairment provisions against advances to customers



                           Specific              Collective              Country
                         individual              impairment                 risk
Figures in HK$m          provisions              provisions           provisions        Total


                                                                              
At 1Jan05 (restated)          4,719                   3,179                   11        7,909
Amounts written off            (571)                   (901)                   -       (1,472)
Recoveries of advances
  written off in
  previous years                161                     191                    -          352
Net charge/(release)
  to income (Note 8)           (188)                    706                   (8)         510
Exchange and other adjustments   (7)                    (17)                   -          (24)

At 30Jun05                    4,114                   3,158                    3        7,275



18. Impaired advances to customers and provisions

The geographical information shown below, and in notes 19, 20, 21, and 23, has
been classified by location of the principal operations of the subsidiary
company or, in the case of the bank, by location of the branch responsible for
advancing the funds.



                                                    Rest of            Americas/
Figures in HK$m           Hong Kong            Asia-Pacific               Europe        Total

Half-year ended 30Jun05
                                                                               
Impairment provision charge/
  (release)                     455                      67                  (12)         510


At 30Jun05

Advances to customers which are considered to be impaired are as follows:

Gross impaired advances       5,436                   3,438                    -        8,874
        
Specific individual 
  provisions                 (2,230)                 (1,884)                   -       (4,114)
                              3,206                   1,554                    -        4,760
               
Specific individual provisions
  as a percentage of gross
  impaired advances            41.0%                   54.8%                   -         46.4%

Gross impaired advances as a
  percentage of gross advances
  to customers                  0.9%                    0.9%                   -          0.9%
                 
                                                    Rest of            Americas/        Total
Figures in HK$m           Hong Kong            Asia-Pacific               Europe     restated
                              
Half-year ended 30Jun04

Impairment provision charge/
  (release)                 ( 1,744)                    160                    -       (1,584)
 
At 30Jun04

Advances to customers which are considered to be impaired are as follows:

Gross impaired advances       8,599                   4,327                    5       12,931

Specific individual
  provisions                 (3,016)                 (3,037)                  (5)      (6,058)
                              5,583                   1,290                    -        6,873
                             
Specific individual provisions 
  as a percentage of gross 
  impaired advances            35.1%                   70.2%               100.0%        46.8%
                             
Gross impaired advances as
  a percentage of gross advances
  to customers                  1.5%                    1.5%                41.7%         1.5%


Impaired advances to customers are those advances where objective evidence
exists that full repayment of principal or interest is considered unlikely.

The specific provisions are made after taking into account the value of
collateral in respect of such advances.



                                                    Rest of            Americas/        Total
Figures in HK$m           Hong Kong           Asia-Pacific               Europe      restated

Half-year ended 31Dec04
                                                                             
Impairment provision charge/  
  (release)                      64                     752                   (6)         810
  
At 31Dec04

Advances to customers which are considered to be impaired are as follows:

Gross impaired advances       5,423                   4,268                   5         9,696

Specific individual 
  provisions                 (2,485)                 (2,992)                  (5)      (5,482)
                              2,938                   1,276                    -        4,214

Specific individual provisions
  as a percentage of gross
  impaired advances            45.8%                   70.1%               100.0%        56.5%
 
Gross impaired
  advances as a
  percentage of gross advances
  to customers                  0.9%                    1.3%                35.7%         1.0%
               


19. Overdue advances to customers


                                                    Rest of            Americas/
Figures in HK$m           Hong Kong             sia-Pacific               Europe        Total
                             
At 30Jun05

Gross advances to customers which
  have been overdue with respect
  to either principal or interest
  for periods of:
                                                                              
- six months or less but
  over three months             814                     886                    -        1,700

- one year or less but
  over six months               307                     379                    -          686

- over one year               1,546                   1,272                    -        2,818
                              2,667                   2,537                    -        5,204
                        
Overdue advances to customers as
  a percentage of gross advances
  to customers:

- six months or less but
  over three months             0.1%                    0.2%                   -          0.2%

- one year or less but
  over six months               0.1%                    0.1%                   -          0.1%

- over one year                 0.2%                    0.4%                   -          0.2%
                                0.4%                    0.7%                   -          0.5%
                              
                                                    Rest of             Americas/       Total
Figures in HK$m           Hong Kong            Asia-Pacific                Europe    restated

At 30Jun04

Gross advances to customers
  which have been overdue
  with respect to either
  principal or interest for
  periods of:

- six months or less but over
  three months                1,447                     645                     -       2,092

- one year or less but over
  six months                    883                     466                     -       1,349

- over one year               1,685                   1,818                     -       3,503
                              4,015                   2,929                     -       6,944
             

Overdue advances to customers as
  a percentage of gross advances
  to customers:

- six months or less but over
  three months                  0.2%                    0.2%                    -         0.2%

- one year or less but over
  six months                    0.2%                    0.2%                    -         0.2%

- over one year                 0.3%                    0.6%                    -         0.4%
                                0.7%                    1.0%                    -         0.8%

                                                    Rest of             Americas/       Total
Figures in HK$m           Hong Kong            Asia-Pacific                Europe    restated
                             
At 31Dec04

Gross advances to customers
  which have been overdue with
  respect to either principal
  or interest for periods of:

- six months or less
  but over three months         959                     706                     -       1,665

- one year or less but
  over six months               607                     296                     -         903

- over one year               1,631                   1,430                     -       3,061
                              3,197                   2,432                     -       5,629
                               
Overdue advances to customers
  as a percentage of gross advances
  to customers:

- six months or less
  but over three months         0.1%                    0.2%                    -         0.2%

- one year or less but
  over six months               0.1%                    0.1%                    -         0.1%

- over one year                 0.3%                    0.4%                    -         0.3%
                                0.5%                    0.7%                    -         0.6%
                              
20. Rescheduled advances to customers

                                                    Rest of             Americas/
Figures in HK$m           Hong Kong            Asia-Pacific                Europe       Total
               
At 30Jun05

Rescheduled advances to
  customers                   2,327                     552                     -       2,879
  
Rescheduled advances to 
  customers as a percentage
  of gross advances to
  customers                     0.4%                    0.1%                    -         0.3%
                  
At 30Jun04 (restated)

Rescheduled advances to 
  customers                   6,404                     385                     5       6,794

Rescheduled advances to 
  customers as a percentage 
  of gross advances to
  customers                     1.1%                    0.1%                 41.7%        0.8%
                      
At 31Dec04 (restated)

Rescheduled advances to 
  customers                   4,009                     465                     5       4,479

Rescheduled advances to 
  customers as a percentage
  of gross advances to
  customers                     0.7%                    0.1%                 35.7%        0.5%
                       


Rescheduled advances are those advances which have been restructured or
renegotiated because of a deterioration in the financial position of the
borrower, or because of the inability of the borrower to meet the original
repayment schedule.

Rescheduled advances to customers are stated net of any advances which have
subsequently become overdue for over three months and which are included in
overdue advances to customers (Note 19).

21. Analysis of advances to customers based on categories used by the HSBC
Group

The following analysis of advances to customers is based on categories used
by the HSBC Group, including The Hongkong and Shanghai Banking Corporation 
Limited and its subsidiary companies, to manage associated risks.



                                                    Rest of            Americas/
Figures in HK$m           Hong Kong            Asia-Pacific               Europe        Total

At 30Jun05

                                                                              
Residential mortgages       184,740                 108,582                    3      293,325

Hong Kong SAR Government's
  Home Ownership Scheme,
  Private Sector Participation
  Scheme and Tenants
  Purchase Scheme mortgages  39,131                       -                    -       39,131

Other personal               48,221                  42,790                    1       91,012
Total personal              272,092                 151,372                    4      423,468
                 
Commercial, industrial and
  international trade       126,034                 112,301                    -      238,335

Commercial real estate       80,473                  29,560                    -      110,033

Other property-related
  lending                    47,560                  15,426                    -       62,986

Government                    3,349                   9,309                    -       12,658

Other commercial             57,113                  36,308                    -       93,421
Total corporate and  
  commercial                314,529                 202,904                    -      517,433

Non-bank financial 
  institutions               13,381                  19,828                    -       33,209

Settlement accounts           3,358                   3,444                    -        6,802
Total financial              16,739                  23,272                    -       40,011
                 
Gross advances to
  customers                 603,360                 377,548                    4      980,912

Impairment provisions        (3,871)                 (3,404)                   -       (7,275)

Net advances to customers   599,489                 374,144                    4      973,637

                                                    Rest of            Americas/        Total
Figures in HK$m           Hong Kong            Asia-Pacific               Europe     restated

At30Jun04

Residential mortgages       182,972                  84,527                    -      267,499

Hong Kong SAR Government's
  Home Ownership Scheme,
  Private Sector Participation
  Scheme and Tenants
  Purchase Scheme mortgage   45,057                       -                    -       45,057

Other personal               42,843                  31,855                    7       74,705
Total personal              270,872                 116,382                    7      387,261
                  
Commercial, industrial and
  international trade       106,210                  91,069                    -      197,279

Commercial real estate       69,943                  24,471                    5       94,419

Other property-related 
  lending                    42,202                  10,059                    -       52,261

Government                    6,515                   4,612                    -       11,127

Other commercial             57,433                  33,755                    -       91,188
Total corporate and 
  commercial                282,303                 163,966                    5      446,274

Non-bank financial 
  institutions               12,070                   7,005                    -       19,075

Settlement accounts           3,959                   2,056                    -        6,015
Total financial              16,029                   9,061                    -       25,090

Gross advances to customers 569,204                 289,409                   12      858,625

Impairment provisions        (4,664)                 (4,012)                  (5)      (8,681)

Net advances to customers   564,540                 285,397                    7      849,944
                 

                                                    Rest of            Americas/        Total
Figures in HK$m           Hong Kong            Asia-Pacific               Europe     restated

At 31Dec04

Residential mortgages       184,631                  98,516                    2      283,149

Hong Kong SAR Government's
  Home Ownership Scheme,
  Private Sector Participation
  Scheme and Tenants 
  Purchase Scheme mortgages  41,845                      -                     -       41,845

Other personal               50,741                  37,873                    7       88,621
Total personal              277,217                 136,389                    9      413,615
                  
Commercial, industrial and
  international trade       109,655                 105,133                    -      214,788

Commercial real estate       80,726                  27,956                    5      108,687

Other property-related 
  lending                    46,319                  14,070                    -       60,389

Government                    4,781                   5,150                    -        9,931

Other commercial             56,607                  35,006                    -       91,613
Total corporate and 
  commercial                298,088                 187,315                    5      485,408

Non-bank financial 
  institutions               15,008                   9,148                    -       24,156

Settlement accounts           3,470                     472                    -        3,942
Total financial              18,478                   9,620                    -       28,098

Gross advances to 
  customers                 593,783                 333,324                   14      927,121

Impairment provisions        (4,032)                 (3,892)                  (5)      (7,929)

Net advances to customers   589,751                 329,432                    9      919,192
                  


Advances to customers increased by HK$54 billion, or 5.9 per cent, since the end
of 2004.

Advances in Hong Kong increased by HK$10 billion, or 1.7 per cent. Excluding the
impact of lending under the Government Home Ownership Scheme, which remained
suspended during 2005, mortgage lending remained flat, in line with the overall
market. Commercial lending rose by 5.5 per cent, with particularly strong growth
in the manufacturing and retailing sectors and in trade finance, which benefited
from focused relationship strategies in the middle-market sector, and the
expansion of business banking centres to better serve the customer base.

In the rest of Asia-Pacific, advances grew strongly by HK$45 billion, or 13.6
per cent, since the end of 2004. Mortgage loans increased by 10.2 per cent,
principally in Korea, Taiwan, India, Singapore and Australia. The cards business
continued to expand and receivables rose by 15.2 per cent, largely in Taiwan and
Indonesia. Lending to corporate and commercial customers rose by 8.3 per cent,
notably in mainland China, India, Korea and Indonesia.

22. Analysis of advances to customers by geographical area according to the
location of counterparties, after risk transfer



                                                      Rest of          Americas/
Figures in HK$m              Hong Kong           Asia-Pacific             Europe      Others     Total

At 30Jun05

                                                                                    
Gross advances to customers     550,724               357,221             63,356       9,611   980,912
Overdue advances to customers    2,865                  2,269                 69           1     5,204

At 30Jun04 (restated)

Gross advances to customers    522,134                275,728             56,611       4,152   858,625
Overdue advances to customers    3,979                  2,829                135           1     6,944

At 31Dec04 (restated)

Gross advances to customers    543,997                319,512             59,461       4,151   927,121
Overdue advances to customers    3,212                  2,343                 74           -     5,629





23. Analysis of advances to customers by industry sector based on categories and
definitions used by the Hong Kong Monetary Authority ('HKMA')

The following analysis of advances to customers is based on the categories
contained in the 'Quarterly Analysis of Loans and Advances and Provisions'
return required to be submitted to the HKMA by branches of the bank and by
banking subsidiary companies in Hong Kong.



                                  At 30Jun05   At 30Jun04   At 31Dec04
Figures in HK$m                                  restated     restated

Gross advances to customers for
  use in Hong Kong
                                                      
Industrial, commercial and
  financial
Property development                  37,417       32,820       36,230
Property investment                   92,976       85,480       93,696
Financial concerns                    13,704       14,282       14,784
Stockbrokers                             983        1,201        1,185
Wholesale and retail trade            34,679       29,625       32,099
Manufacturing                         18,588       13,125       14,336
Transport and transport equipment     33,145       33,610       35,418
Others                                47,570       41,332       41,134
                                     279,062      251,475      268,882

Individuals
Advances for the purchase of flats 
  under the Hong Kong SAR Government's 
  Home Ownership Scheme, Private
  Sector Participation and Tenants
  Purchase Scheme                     39,131       45,057       41,845
Advances for the purchase of
  other residential properties       168,042      168,537      169,482
Credit card advances                  22,205       20,189       23,162
Others                                22,557       19,772       20,257
                                     251,935      253,555      254,746
Gross advances to customers for 
  use in Hong Kong                   530,997      505,030      523,628

Trade finance                         54,439       48,738       49,408

Gross advances to customers for 
  use outside Hong Kong made by 
  branches of the bank and 
  subsidiary companies in Hong Kong   17,924       15,436       20,747

Gross advances to customers made by
  branches of the bank and 
  subsidiary companies in Hong Kong  603,360      569,204      593,783

Gross advances to customers made by
  branches of the bank and subsidiary
  companies outside Hong Kong
  -Rest of Asia-Pacific              377,548      289,409      333,324
  -Americas/Europe                         4           12           14

Gross advances to customers          980,912      858,625      927,121


An explanation of the significant differences between the categories of advances
and their definitions used by the HSBC Group and those used by the HKMA is given
on page 18 of the Annual Report and Accounts for 2004.

24. Cross-border exposure

The country risk exposures shown below are prepared in accordance with the HKMA
Return of External Positions Part II: Cross-Border Claims (MA(BS)9) guidelines.

Cross-border claims are on-balance sheet exposures to counterparties based on
the location of the counterparties after taking into account the transfer of
risk.

The tables show claims on individual countries and territories or areas, after
risk transfer, amounting to 10 per cent or more of the aggregate cross-border
claims.

Cross-border risk is controlled centrally through a well-developed system of
country limits and is frequently reviewed to avoid concentration of transfer,
economic or political risk.



                               Banks and
                                   other     Public
                               financial     sector
Figures in HK$m             institutions   entities    Other     Total

At 30Jun05
                                                    
Americas
United States                     51,906     75,139   28,191   155,236
Other                             40,686     13,491   47,349   101,526
                                  92,592     88,630   75,540   256,762
Europe
United Kingdom                    91,103         27   26,182   117,312
Other                            335,154      3,746   21,533   360,433
                                 426,257      3,773   47,715   477,745

Asia-Pacific excluding Hong Kong 159,828     12,047   97,209   269,084

At 30Jun04

Americas
United States                     22,178     78,603   28,591   129,372
Other                             41,665     15,244   48,098   105,007
                                  63,843     93,847   76,689   234,379
Europe
United Kingdom                    72,230         16   27,131    99,377
Other                            262,703      3,785   23,954   290,442
                                 334,933      3,801   51,085   389,819

Asia-Pacific excluding Hong Kong 134,372     37,255   81,332   252,959

At 31Dec04

Americas
United States                     45,518     80,047   32,010   157,575
Other                             43,044     16,143   47,297   106,484
                                  88,562     96,190   79,307   264,059
Europe
United Kingdom                    86,613         27   23,294   109,934
Other                            332,581      4,219   22,168   358,968
                                 419,194      4,246   45,462   468,902

Asia-Pacific excluding Hong Kong 151,183     18,454   77,266   246,903


25. Current, savings and other deposits



                                At 30Jun05   At 30Jun04     At 31Dec04
Figures in HK$m                                restated       restated
                                                              
Current accounts and demand        
  deposits                         959,723      948,974      1,069,178
Savings accounts                   563,002      501,459        516,237
Other deposit accounts             148,708      120,418        142,696

Customer accounts                1,671,433    1,570,851      1,728,111


Current, savings and other deposits decreased by HK$57 billion, or 3.3 per cent,
compared with the end of 2004.

In Hong Kong, current account balances and demand deposits fell in the first
half of 2005 by HK$118 billion, or 13.3 per cent, reflecting the shift by
customers into savings and time deposits, in line with the increases in market
rates. In the rest of Asia-Pacific, customer accounts rose by HK$29 billion, or
7.0 per cent.

Certain structured deposits that were previously recorded in 'Other deposit
accounts' have, in accordance with revised accounting standards, been
reclassified in 2005 to 'Trading liabilities'.

The group's advances-to-deposits ratio increased to 58.3 per cent at 30 June
2005 from 53.2 per cent at 31 December 2004.

26. Trading liabilities


                                  At 30Jun05   At 30Jun04   At 31Dec04
Figures in HK$m                                  restated     restated

                                                          
Certificates of deposit in issue      83,048            -            -
Other debt securities in issue        22,976            -            -
Short positions in securities         52,402       35,810       37,281
Deposits by banks                      5,044            -            -
Customer accounts                     55,182            -            -

                                     218,652       35,810       37,281

Trading liabilities include customer deposits and certificates of deposit with
embedded options or other derivatives, the market risk of which is managed in
the trading book.


27. Financial liabilities designated as at fair value



                            At 30Jun05      At 30Jun04      At 31Dec04
Figures in HK$m                               restated        restated
                                                             
Customer accounts                1,192               -               -
Subordinated liabilities           995               -               -

                                 2,187               -               -

There was no such category in 2004.

28. Debt securities in issue

                           At 30Jun05      At 30Jun04      At 31Dec04
Figures in HK$m                              restated        restated

Certificates of deposit        43,397         100,301         110,922
Other debt securities          16,203          31,387          44,240
                               59,600         131,688         155,162

The fall in debt securities in issue compared with the end of 2004 reflects the
reclassification of certain securities as 'Trading liabilities', as detailed in
Note 26.

29. Reserves
                            At 30Jun05      At 30Jun04      At 31Dec04
Figures in HK$m                               restated        restated

Revaluation reserves
- Premises revaluation reserve   5,065           3,207           3,561
- Available-for-sale
  investments reserve            2,399               -               -
- Cash flow hedge reserve       (2,248)              -               -
- Long-term equity investment
  revaluation reserve                -           1,204           1,799
                                 5,216           4,411           5,360
Foreign exchange reserve           303            (614)            843
Other reserves                     444             191             322
                                 5,963           3,988           6,525
Retained profits                58,759          46,215          51,497
                                64,722          50,203          58,022


The bank and its banking subsidiary companies operate under regulatory
jurisdictions which require the maintenance of minimum impairment provisions in
excess of those required under Hong Kong Accounting Standards. The effect of
this requirement is to restrict the amount of reserves which can be distributed
to shareholders by HK$1,017 million.

30. Contingent liabilities, commitments and derivatives



                                               Credit         Risk-
                                Contract   equivalent      weighted
Figures in HK$m                   amount       amount        amount

At 30Jun05

Contingent liabilities
                                                       
- Acceptances and endorsements    22,273        4,875         4,762
- Guarantees                     157,375      134,910        48,035
- Other                               40           40            40
                                 179,688      139,825        52,837
Commitments
- Documentary credits and short-
  term trade-related transactions 58,058       19,828        11,658
- Forward asset purchases and
  forward forward deposits placed  9,710        9,710         8,746
- Undrawn note issuing and
  revolving underwriting 
  facilities                       3,982        1,991         1,614
- Undrawn formal standby
  facilities, credit lines and
  other commitments:
  - one year and over             99,653       49,826        44,479
  - under one year               715,575            -             -
                                 886,978       81,355        66,497
Exchange rate contracts
- Spot and forward foreign    
  exchange                     2,545,957       41,632        10,641
- Other exchange rate            
  contracts                      971,018       42,392        12,576
                               3,516,975       84,024        23,217
Interest rate contracts
- Interest rate swaps          4,367,557       53,818        13,740
- Other interest rate            
  contracts                      679,471        5,560         1,714
                               5,047,028       59,378        15,454

Other derivative contracts       163,291        8,805         3,116

Impact of counterparty netting
  agreements on derivatives 
  exposure                             -      (58,343)      (12,693)


At 30Jun04

Contingent liabilities
- Acceptances and endorsements    19,538        3,908         3,782
- Guarantees                     143,236      126,211        43,358
- Other                               67           67            37
                                 162,841      130,186        47,177
Commitments
- Documentary credits and
  short-term trade-related 
  transactions                    51,706       13,922        10,170
- Forward asset purchases and
  forward forward deposits placed  4,320        4,320         2,140
- Undrawn note issuing and
  revolving underwriting 
  facilities                       4,126        2,063         1,686
- Undrawn formal standby 
  facilities, credit lines and 
  other commitments:
  - one year and over             70,567       35,283        33,817
  - under one year               579,396            -             -
                                 710,115       55,588        47,813
Exchange rate contracts
- Spot and forward foreign 
  exchange                     2,300,878       35,515         8,732
- Other exchange rate 
  contracts                      650,466       30,711         8,618
                               2,951,344       66,226        17,350
Interest rate contracts
- Interest rate swaps          2,974,127       46,253        12,519
- Other interest rate 
  contracts                      695,439        2,652           682
                               3,669,566       48,905        13,201

Other derivative contracts        40,153        2,938           881

Impact of counterparty netting
  agreements on derivatives 
  exposure                             -      (41,574)       (8,699)

At 31Dec04

Contingent liabilities
- Acceptances and endorsements    22,714        4,559         4,423
- Guarantees                     157,833      136,474        48,837
- Other                               35           35            33
                                 180,582      141,068        53,293
Commitments
- Documentary credits and
  short-term trade-related 
  transactions                    48,493       13,770         9,591
- Forward asset purchases and
  forward forward deposits placed 10,166       10,166         3,716
- Undrawn note issuing and
  revolving underwriting
  facilities                       4,116        2,058         1,680
- Undrawn formal standby
  facilities, credit lines and
  other commitments:
  - one year and over             82,142        1,071        38,311
  - under one year               657,682            -             -
                                 802,599       67,065        53,298
Exchange rate contracts
- Spot and forward foreign        
  exchange                     2,411,793       46,694        11,759
- Other exchange rate contracts  696,883       39,635        11,180
                               3,108,676       86,329        22,939
Interest rate contracts
- Interest rate swaps          3,754,053       57,131        14,679
- Other interest rate contracts  684,692        3,117           875
                               4,438,745       60,248        15,554

Other derivative contracts        71,395        4,030         1,222

Impact of counterparty netting
  agreements on derivatives 
  exposure                             -      (59,487)      (12,535)


The tables above give the nominal contract amounts, credit equivalent amounts
and risk-weighted amounts of off-balance sheet transactions. The credit
equivalent amounts are calculated for the purposes of deriving the risk-weighted
amounts. These are assessed in accordance with the Third Schedule of the Hong
Kong Banking Ordinance on capital adequacy and depend on the status of the
counterparty and the maturity characteristics. The risk-weights used range from
0 per cent to 100 per cent for contingent liabilities and commitments, and from
0 per cent to 50 per cent for exchange rate, interest rate and other derivative
contracts. The group has executed close-out netting agreements with certain
counterparties, which allow for positive and negative mark-to-market values on
different transactions to be offset and settled by a single payment in the event
of default by either party. These have been taken into account in calculating
total risk assets.

Contingent liabilities and commitments are credit-related instruments which
include acceptances, letters of credit, guarantees and commitments to extend
credit. The contract amounts represent the amounts at risk should the contract
be fully drawn upon and the client default. Since a significant portion of
guarantees and commitments is expected to expire without being drawn upon, the
total of the contract amounts is not representative of future liquidity
requirements.

Derivatives arise from futures, forward, swap and option transactions undertaken
by the group in the foreign exchange, interest rate and equity markets. The
contract amounts of these instruments indicate the volume of transactions
outstanding at the balance sheet date; they do not represent amounts at risk.

Replacement cost of contracts



Figures in HK$m          At 30Jun05      At 30Jun04      At 31Dec04

                                                       
Exchange rate contracts      35,368          26,380          54,216
Interest rate contracts      39,518          35,328          41,486
Other derivative contracts    2,251           1,318           1,722
                             77,137          63,026          97,424
Less: netting adjustments   (34,831)        (24,115)        (39,907)
                             42,306          38,911          57,517


The replacement cost of contracts represents the mark-to-market assets on all
contracts with a positive value, i.e. an asset to the group. This comprises the
mark-to-market assets on contracts with third parties and fellow subsidiary
companies included in the balance sheet in 'Derivatives'.

Replacement cost is a close approximation of the credit risk for these contracts
as at the balance sheet date. The actual credit risk is measured internally as
the sum of positive mark-to-market values and an estimate for the future
fluctuation risk, using a future risk factor.

The netting adjustments represent amounts where the group has in place legally
enforceable rights of offset with individual counterparties to offset the gross
amount of positive mark-to-market assets with any negative mark-to-market
liabilities with the same customer. These offsets are recognised by the Hong
Kong Monetary Authority in the calculation of risk assets for the capital
adequacy ratio.

31. Foreign exchange exposure

The group had the following structural foreign currency exposures which exceeded
10 per cent of the net structural foreign currency exposure in all currencies:



Figures in HK$m                         Net structural position

At 30Jun05

                                                         
Chinese renminbi                                         21,128
Indian rupees                                             7,603
United States dollars                                    10,381

At 30Jun04

Australian dollars                                        3,330
Chinese renminbi                                          4,361
Indian rupees                                             4,064
Korean won                                                2,670
Singapore dollars                                         3,614
United States dollars                                   (50,013)

At 31Dec04

Australian dollars                                        4,911
Chinese renminbi                                         18,154
Indian rupees                                             4,979
Korean won                                                3,266
Singapore dollars                                         3,370
United States dollars                                   (56,355)
Thai baht                                                 1,575


The group had the following non-structural foreign currency position which
exceeded 10 per cent of the group's net foreign currency non-structural
positions in all currencies:



                       United States       Singapore        Brunei
Figures in HK$m              dollars         dollars       dollars
                                                             
At 30Jun05
Spot assets                                   85,892         5,470
Spot liabilities                             (77,505)      (16,318)
Forward purchases                            147,882             -
Forward sales                               (145,643)            -
                                              10,626       (10,848)

At 30Jun04
Spot assets                  983,440
Spot liabilities            (970,080)
Forward purchases          1,487,766
Forward sales             (1,410,343)
Net options position             892
                              91,675

At 31Dec04
Spot assets                1,126,118          83,986         5,129
Spot liabilities          (1,042,445)        (74,193)      (15,134)
Forward purchases          1,497,043         104,625             -
Forward sales             (1,516,913)       (104,339)            -
Net options position            (721)              -             -
                              63,082          10,079       (10,005)



32. Reconciliation of operating profit to cash generated from operations



                                  Half-year ended   Half-year ended
                                          30Jun05           30Jun04
Figures in HK$m                                            restated

                                                          
Operating profit                           23,243            23,620
Net interest income                       (21,410)          (18,065)
Dividend income                              (249)             (111)
Depreciation and amortisation                 990               919
Impairment provisions                         516            (1,562)
Advances written off, net of recoveries    (1,120)           (2,568)
Other provisions for liabilities and                                   
  charges                                     245               358
Provisions utilised                           (47)             (217)
Employees' options granted cost free          140               100
Interest received                          28,409            21,966
Interest paid                             (14,473)           (8,383)
Net cash inflow from trading activities    16,244            16,057

Change in treasury bills with original 
  term to maturity of more than three 
  months                                  (6,609)           (49,775)
Change in placings with banks maturing 
  after one month                         (20,867)           (1,390)
Change in trading assets                  (29,507)            5,872
Change in trading liabilities              55,628             6,808
Change in financial assets designated                                  
  at fair value                               425                 -
Change in financial liabilities
  designated at fair value                    (62)                -
Change in derivatives                      (7,063)            5,791
Change in financial investments held 
  for backing liabilities to long-term                   
  policyholders                            (5,160)           (3,796)
Change in advances to customers           (57,847)          (31,005)
Change in amounts due from fellow
  subsidiary companies                     13,872            13,148
Change in deposits by banks                42,599             4,949
Change in other assets                    (14,816)           (6,297)
Change in customer accounts               (21,684)           11,596
Change in amounts due to fellow
  subsidiary companies                      7,530            20,668
Change in amounts due to ultimate
  holding company                             192               285
Change in debt securities in issue          (4,089)           16,732
Change in liabilities to customers 
  under investment contracts                   912                 -
Change in liabilities to customers 
  under insurance contracts                  6,213                 -
Change in liabilities to policyholders 
  under long-term assurance business             -             5,336
Change in other liabilities                 27,064             8,275
Exchange adjustments                           (54)             (450)
Cash generated from operations               2,921            22,804

33. Analysis of cash and cash equivalents

a. Changes in cash and cash equivalents during the period

                                  Half-year ended   Half-year ended
                                          30Jun05           30Jun04
Figures in HK$m                                            restated

Balance at beginning of period            411,535           316,678
Net cash inflow/(outflow) before
  the effect of foreign exchange 
  movements                                15,739               (18)
Effect of foreign exchange movements       (8,151)             (877)
Balance at end of period                  419,123           315,783

b. Analysis of balances of cash and cash equivalents

                                  Half-year ended   Half-year ended
                                          30Jun05           30Jun04
Figures in HK$m                                            restated

Cash in hand and current balances
  with banks                               62,923            63,700
Placings with banks                       326,210           227,456
Treasury bills                             26,822            22,251
Certificates of deposit                     3,168             2,376
                                          419,123           315,783

c. Analysis of net outflow of cash and cash equivalents in respect
   of acquisition of and increased shareholding in subsidiary companies

                                  Half-year ended   Half-year ended
                                          30Jun05           30Jun04
Figures in HK$m                                            restated

Cash consideration                         (1,872)             (972)
Cash and cash equivalents acquired            625                 -
                                           (1,247)             (972)

d. Analysis of net flow of cash and cash equivalents in respect of
   sale of subsidiary companies

                                  Half-year ended   Half-year ended
Figures in HK$m                           30Jun05           30Jun04

Sale proceeds                                 323                 -
                                              323                 -


34. Segmental analysis

The allocation of earnings reflects the benefits of shareholders' funds to the
extent that these are actually allocated to businesses in the segment by way of
intra-group capital and funding structures. Common costs are included in
segments on the basis of the actual recharges made. Geographical information has
been classified by the location of the principal operations of the subsidiary
company or, in the case of the bank, by the location of the branch responsible
for reporting the results or advancing the funds. Due to the nature of the group
structure, the analysis of profits shown below includes intra-group items
between geographical regions.

Profit and loss account


                                      Rest of       Americas/
Figures in HK$m      Hong Kong   Asia-Pacific          Europe         Total

Half-year ended 30Jun05

                                                            
Interest income         23,529         14,225             275        38,029
Interest expense        (8,122)        (8,366)           (131)      (16,619)
Net interest income     15,407          5,859             144        21,410
Fee income               7,057          3,701               1        10,759
Fee expense             (1,035)          (845)             (5)       (1,885)
Trading income           2,381          1,928            (113)        4,196
Net income from
  financial instruments
  designated at fair     
  value                   (163)           107               -           (56)
Gains less losses
  from financial 
  investments              359            (12)              -           347
Dividend income            223             26               -           249
Net earned insurance    
  premiums               6,746            229               -         6,975
Other operating income   3,555            518              11         4,084
Total operating income  34,530         11,511              38        46,079
Net insurance claims
  incurred and movement 
  in policyholder
  liabilities           (5,851)          (288)              -        (6,139)
Net operating income
  before loan impairment 
  charges and other 
  credit risk     
  provisions            28,679         11,223              38        39,940
Loan impairment charges
  and other credit risk         
  provisions              (459)           (69)             12          (516)
Net operating income    28,220         11,154              50        39,424
Operating expenses      (9,754)        (6,406)            (21)      (16,181)
Operating profit        18,466          4,748              29        23,243
Share of profit in          
  associates                28            892               -           920
Profit before tax       18,494          5,640              29        24,163
Tax charge              (2,873)        (1,372)             (3)       (4,248)
Profit after tax        15,621          4,268              26        19,915
Profit attributable to
  minority interests    (2,279)           (72)              -        (2,351)
Profit attributable to
  shareholders          13,342          4,196              26        17,564

Half-year ended 30Jun04

Interest income         18,238         10,187             258        28,683
Interest expense        (5,307)        (5,084)           (227)      (10,618)
Net interest income     12,931          5,103              31        18,065
Fee income               7,068          2,930               1         9,999
Fee expense               (865)          (740)             (7)       (1,612)
Trading income           2,474          1,355               -         3,829
Net investment income 
  on assets backing 
  policyholder liabilities  53             41               -            94
Gains less losses from 
  financial investments    548             34               -           582
Dividend income            104              7               -           111
Net earned insurance     
  premiums               8,292            443               -         8,735
Other operating income   2,704            323               4         3,031         
Total operating income  33,309          9,496              29        42,834
Net insurance claims
  incurred and movement 
  in policyholder
  liabilities           (6,995)          (361)              -        (7,356)
Net operating income
  before loan impairment 
  charges and other 
  credit risk
  provisions            26,314          9,135              29        35,478
Loan impairment charges 
  and other credit risk  
  provisions             1,747           (185)              -         1,562
Net operating income    28,061          8,950              29        37,040
Operating expenses      (8,500)        (4,905)            (15)      (13,420)
Operating profit        19,561          4,045              14        23,620
Share of profit in          
  associates                24              -               -            24
Profit before tax       19,585          4,045              14        23,644
Tax charge              (2,929)        (1,095)             (3)       (4,027)
Profit after tax        16,656          2,950              11        19,617
Profit attributable
  to minority interests (2,330)             -               -        (2,330)
Profit attributable to
  shareholders          14,326          2,950              11        17,287

Half-year ended 31Dec04

Interest income         20,296         11,590             343        32,229
Interest expense        (6,905)        (6,171)           (248)      (13,324)
Net interest income     13,391          5,419              95        18,905
Fee income               6,649          3,136               -         9,785
Fee expense             (1,048)          (838)             (5)       (1,891)
Trading income           1,939          1,235               -         3,174
Net investment income 
  on assets backing 
  policyholder 
  liabilities            2,138            188               -         2,326
Gains less losses from 
  financial investments    813            101               1           915
Dividend income             44              8               -            52
Net earned insurance     
  premiums               9,196            291               -         9,487
Other operating income   1,982            403               4         2,389
Total operating income  35,104          9,943              95        45,142
Net insurance claims
  incurred and movement 
  in policyholder
  liabilities           (9,762)          (266)              -       (10,028)
Net operating income
  before loan impairment 
  charges and other credit 
  risk provsions        25,342          9,677              95        35,114
Loan impairment charges 
  and other credit risk
  provisions               (63)          (643)              6          (700)
Net operating income    25,279          9,034             101        34,414
Operating expenses      (9,418)        (5,363)            (17)      (14,798)
Operating profit        15,861          3,671              84        19,616
Share of profit in          
  associates                28            247               -           275
Profit before tax       15,889          3,918              84        19,891
Tax charge              (1,839)        (1,119)             (3)       (2,961)
Profit after tax        14,050          2,799              81        16,930
Profit attributable to
  minority interests    (2,043)           (27)              -        (2,070)
Profit attributable
  to shareholders       12,007          2,772              81        14,860


Interest income and interest expense for the first half of 2005 include
intra-group interest of HK$2,170 million (first half of 2004: HK$1,232 million;
second half of 2004: HK$1,733 million). Fee income and fee expense for the first
half of 2005 include intra-group fees of HK$180 million (first half of 2004:
HK$116 million; second half of 2004: HK$192 million). Other operating income and
operating expenses for the first half of 2005 include intra-group items of
HK$1,364 million (first half of 2004: HK$626 million; second half of 2004:
HK$680 million).

35. Capital adequacy

The table below sets out an analysis of regulatory capital and capital adequacy
ratios for the group.



Figures in HK$m            At 30Jun05        At 30Jun04^    At 31Dec04^

Composition of capital

Tier 1:
                                                          
Shareholders' funds            93,216           124,346        147,495
Less: proposed dividend        (6,000)           (4,750)        (4,800)
      property revaluation            
        reserves^^^            (7,158)          (10,856)       (11,907)
      available-for-sale
        investments and
        equity revaluation     (2,395)           (1,070)        (1,609)
        reserves classified 
        as regulatory reserve  (1,017)                -              -
        term preference shares      -            (3,900)        (3,886)
      goodwill                 (6,043)           (1,718)        (5,771)
      others                    2,244                 -              -
Irredeemable non-cumulative
  preference shares            51,718                 -              -
Minority interests^^           14,666            14,318         14,384
Total qualifying tier 1 
  capital                     139,231           116,370        133,906

Tier 2:
Property revaluation 
  reserves (@70%)               5,011             7,599          7,977
Available-for-sale investments 
  and equity revaluation 
  reserves (@70%)               1,677               749          1,126
Collective impairment
  provision and regulatory 
  reserve                       4,351             2,623          2,447
Perpetual subordinated debt     9,404             9,360          9,328
Term subordinated debt          4,160             1,997          1,814
Term preference shares          3,887             3,120          3,109
Irredeemable cumulative
  preference shares             7,373                 -              -
Total qualifying tier 2
  capital                      35,863            25,448         25,801

Deductions                    (25,640)           (8,634)       (20,251)

Total capital                 149,454           133,184        139,456

Risk-weighted assets        1,221,620         1,068,628      1,173,432


^     Comparative amounts for 30 June 2004 and 31 December 2004 are as 
      previously reported.
^^    After deduction of minority interests in unconsolidated subsidiary 
      companies.  
^^^   Includes the revaluation surplus on investment properties which is now 
      reported as part of retained profits.

The group's capital adequacy ratios adjusted for market risks calculated in
accordance with the HKMA Guideline on 'Maintenance of Adequate Capital Against
Market Risks' are as follows:



                   At 30Jun05            At 30Jun04   At 31Dec04

                                                     
Total capital            12.2%                 12.5%        11.9%

Tier 1 capital           11.4%                 10.9%        11.4%

The group's capital adequacy ratios calculated in accordance with the
provisions of the Third Schedule of the Banking Ordinance, which does not take 
into account market risks, are as follows:

Total capital            12.1%                 12.4%        11.9%

Tier 1 capital           11.2%                 10.8%        11.4%


36. Liquidity ratio

The Banking Ordinance requires banks operating in Hong Kong to maintain a
minimum liquidity ratio, calculated in accordance with the provisions of the
Fourth Schedule of the Banking Ordinance, of 25 per cent. This requirement
applies separately to the Hong Kong branches of the bank and to those subsidiary
companies which are Authorised Institutions under the Banking Ordinance in Hong
Kong.



                           Half-year ended          Half-year ended   Half-year ended
                                   30Jun05                  30Jun04           31Dec04
                                                                       
The average liquidity ratio
  for the period was as 
  follows:

Hong Kong branches of 
  the bank                            48.6%                    40.4%             41.7%


37. Property revaluation

The group's premises and investment properties were revalued as at 30 June 2005
on the basis of open market value.

Premises and investment properties in the Hong Kong SAR were valued by DTZ
Debenham Tie Leung at 30 June 2005. The valuations were carried out by
independent qualified valuers who are members of the Hong Kong Institute of
Surveyors. Management considered that there had either been no material changes
in the values of the properties located outside Hong Kong since 30 September
2004, when the properties were last revalued or reviewed, or that the values of
the properties were not material.

The property revaluation has resulted in an increase in the group's revaluation
reserves of HK$1,504 million, net of deferred taxation of HK$410 million, as at
30 June 2005, and a credit to the profit and loss account of HK$1,038 million,
of which HK$736 million represents the surplus on the revaluation of investment
properties and HK$302 million relates to the reversal of previous revaluation
deficits that had arisen when the value of certain premises fell below
depreciated historical cost.

38. Transition to new Hong Kong Financial Reporting Standards and comparative
    figures

The group has adopted the new Hong Kong Financial Reporting Standards and Hong
Kong Accounting Standards ('new HKFRS') which are equivalent to the new
International Financial Reporting Standards, and are effective for accounting
periods beginning on or after 1 January 2005.

Comparative numbers have been restated to conform with the new accounting
policies, except for those applicable to financial instruments and insurance
contracts (HKAS 39 and HKFRS 4 respectively). Included in the appendix to this
news release is the reconciliation of the consolidated income statements for the
first and second half of 2004 and of the consolidated balance sheets at 30 June
2004 and 31 December 2004, as previously reported and as restated, showing the
effects of the adoption of the new HKFRS (except HKAS 39 and HKFRS 4). Also
included in the appendix is the restatement of the opening consolidated balance
sheet at 1 January 2005, showing the effects of the adoption of HKAS 39 and
HKFRS 4.

39. Accounting policies

The accounting policies adopted in 2005 and 2004 are detailed in the appendix to
this news release.


40. Statutory accounts

The information in this news release is not audited and does not constitute
statutory accounts.

Certain financial information in this news release is extracted from the
statutory accounts for the year ended 31 December 2004 which have been delivered
to the Registrar of Companies and the Hong Kong Monetary Authority. The Auditors
expressed an unqualified opinion on those statutory accounts in their report
dated 28 February 2005. The Annual Report and Accounts for the year ended 31
December 2004, which include the statutory accounts, can be obtained on request
from Group Public Affairs, The Hongkong and Shanghai Banking Corporation
Limited, 1 Queen's Road Central, Hong Kong, and may be viewed on our website:
www.hsbc.com.hk.

41. Ultimate holding company

The Hongkong and Shanghai Banking Corporation Limited is an indirectly-held,
wholly-owned subsidiary of HSBC Holdings plc.

42. Statement of compliance

The information in this news release for the half-year ended 30 June 2005
complies with the Hong Kong Accounting Standard 34 on Interim Financial
Reporting and the module on Interim Financial Disclosure by Locally Incorporated
Authorised Institutions under the Supervisory Policy Manual issued by the Hong
Kong Monetary Authority.

Appendix

Accounting policies

Basis of preparation

The Hong Kong Institute of Certified Public Accountants has issued a number of
new and revised Hong Kong Financial Reporting Standards and Hong Kong Accounting
Standards ('new HKFRS') which are equivalent to International Financial
Reporting Standards and are effective for accounting periods beginning on or
after 1 January 2005.

The Hongkong and Shanghai Banking Corporation Limited and its subsidiaries ('the
group') have adopted these new HKFRS in the financial statements in 2005
resulting in various changes in accounting policies.

Comparative numbers have been restated to conform with the new accounting
policies except for those that applied to financial instruments and insurance
contracts, which are driven by HKAS 39 and HKFRS 4, respectively. The policies
applied to financial instruments and insurance contracts for 2004 and 2005 are
disclosed separately below.

Significant changes in principal accounting policies are listed as follows:

 (a)Interest income and expense

    From 1 January 2005

    Interest income and expense for all interest-bearing financial instruments,
    except those classified as held for trading or designated at fair value, are
    recognised in 'Interest income' and 'Interest expense' in the income
    statement using the effective interest rates of the financial assets or
    financial liabilities to which they relate.

    The effective interest rate is the rate that discounts estimated future cash
    payments or receipts through the expected life of the financial asset or
    financial liability or, where appropriate, a shorter period, to the net
    carrying amount of the financial asset or financial liability. When
    calculating the effective interest rate, the group estimates cash flows
    considering all contractual terms of the financial instrument but not future
    credit losses. The calculation includes all amounts paid or received by the
    group that are an integral part of the effective interest rate, transaction
    costs and all other premiums or discounts.

    Interest on impaired financial assets is recognised at the original
    effective interest rate of the financial asset applied to the impaired
    carrying amount.

    From 1 January 2004 to 31 December 2004

    Interest income and expense for all interest-bearing financial instruments
    was recognised in the income statement as it accrued, except in the case of
    impaired loans and advances. Interest on impaired loans was credited to an
    interest suspense account in the balance sheet which was netted against the
    relevant loan.

 (b)Non-interest income

    Following the change in accounting for interest as described above, from 1
    January 2005, fee and commission income which is an integral part of the
    effective interest rate of a financial instrument (e.g. loan commitment 
    fees), is recognised as an adjustment to the effective interest rate. Before
    1 January 2005,  fee and commission income was recognised on an appropriate
    basis over the relevant period, even if it was interest in nature.

 (c)Trading income

    From 1 January 2005

    Trading income comprises interest income and expense and dividend income
    attributable to trading financial assets and liabilities, together with all
    gains and losses from changes in fair value. Income generated from
    ineffective hedging activities is also included in 'Trading income'.

    From 1 January 2004 to 31 December 2004

    Trading income comprised all gains and losses from changes in fair value
    (net of accrued coupons) of trading financial assets and financial
    liabilities. Interest income and expense, and dividend income were
    recognised in 'Net interest income' or 'Dividend income' as appropriate.

 (d)Net income from financial instruments designated at fair value

    From 1 January 2005

    Net income from financial instruments designated at fair value comprises all
    gains and losses from changes in fair value (net of accrued coupon) of such
    financial assets and financial liabilities, together with interest income 
    and expense and dividend income attributable to those financial instruments.
    There was no such category for financial instruments prior to 1 January 
    2005.

 (e)Loans and advances to banks and customers

    From 1 January 2005

     Loans  and  advances  to banks and  customers  include  loans and  advances
     originated by the group, which have not been classified as held for trading
     or designated at fair value. They are initially recorded at fair value plus
     any  transaction  costs,  and are  subsequently  measured at amortised cost
     using the effective interest method.

     Loans and advances  classified  as held for trading or  designated  at fair
     value  are  reported  as  trading  instruments,  or  financial  instruments
     designated at fair value, respectively.

 (f)Impairment of loans and advances

    From 1 January 2005

     It is the group's policy that each operating  company will make  provisions
     for  impaired  loans and advances  when  objective  evidence of  impairment
     exists and on a consistent basis, in accordance with established HSBC Group
     guidelines.  Impairment  provisions,  representing  the  quantification  of
     incurred  losses,  can  be  made  on a  collective  portfolio  basis  or an
     individually assessed basis.  Impairment provisions are deducted from loans
     and advances in the balance sheet.

    Assets acquired in exchange for advances

     Non-current assets acquired in exchange for advances in order to achieve an
     orderly realisation are reported in 'Other assets' in accordance with HKFRS
     5. The asset acquired is recorded at the lower of its fair value less costs
     to  sell  and  the  carrying  value  of the  advance  disposed  of,  net of
     provisions,  at the date of the exchange.  No  depreciation  is provided in
     respect of such assets. Any subsequent write-down of an asset to fair value
     less costs to sell is recorded as an  impairment  loss and included  within
     'Other operating income'.  Any subsequent increase in fair value less costs
     to sell not in excess of any cumulative impairment loss, is recognised as a
     gain in 'Other operating income' in the income statement.

     Debt  securities  or equities  acquired in  debt-to-debt  /equity swaps are
     included as 'Available-for-sale' securities following the implementation of
     HKAS 39.

    From 1 January 2004 to 31 December 2004

    There were two basic types of provisions, specific and general.

     Specific  provisions  represented the quantification of actual and inherent
     losses from homogeneous  portfolios of assets and  individually  identified
     accounts.  Specific provisions were deducted from loans and advances in the
     balance sheet.

     General  provisions  augmented  specific  provisions and provided cover for
     loans that were  impaired at the balance  sheet date but which would not be
     individually identified as such until some time in the future.

 (g)Trading securities and trading liabilities

    From 1 January 2005

     Treasury  bills,  debt  securities,  equity  shares and short  positions in
     securities which have been acquired or incurred principally for the purpose
     of  selling or  repurchasing  in the near term are  classified  as held for
     trading.  Such  financial  assets or financial  liabilities  are recognised
     initially  at fair  value and  transaction  costs  are taken to the  income
     statement.  All gains and  losses  from  changes in the fair value of these
     assets  and  liabilities,   together  with  interest  and  dividends,   are
     recognised in the income  statement as 'Trading  income' as they arise. The
     same treatment  applies to debt issued by the group or structured  deposits
     taken, where the risk arising from these is actively traded.

    From 1 January 2004 to 31 December 2004

     Treasury  bills,  debt  securities,  equity  shares and short  positions in
     securities  were  included  respectively  in 'Cash and  short-term  funds',
     'Trading  assets' or 'Trading  liabilities'  in the balance sheet at market
     value.  Changes in the clean  market  value of such assets and  liabilities
     were recognised in the income  statement as 'Trading income' as they arose.
     The interest  element on such instruments was recognised as interest income
     or interest expense as appropriate in the income statement.

 (h)Financial instruments designated at fair value

    From 1 January 2005

     A  financial  instrument  is  classified  in this  category if it meets the
     criteria  set out below,  and is so  designated  by  management.  The group
     designates financial instruments at fair value because the designation:

    -  eliminates or significantly reduces a measurement or recognition
    inconsistency that would otherwise arise from measuring financial assets or
    financial liabilities or recognising the gains and losses on them on
    different bases; or

    -  applies to a group of financial assets, financial liabilities or both
    that is managed and its performance evaluated on a fair value basis, in
    accordance with an HSBC documented risk management or investment strategy,
    and where information about the group is provided internally on that basis
    to HSBC's key management personnel; or

    -  relates to financial instruments containing one or more embedded
    derivatives which significantly modify the cash flows resulting from the
    financial instruments, and which would otherwise require separate
    accounting.

     Financial  assets and financial  liabilities  so designated  are recognised
     initially at fair value and transaction  costs taken directly to the income
     statement.  Gains and losses from  changes in the fair value of such assets
     and  liabilities  are  recognised  in the income  statement  as they arise,
     together  with  interest  and  dividends,  as 'Net  income  from  financial
     instruments designated at fair value'.

     Gains and losses  from the  changes in fair value of  derivative  contracts
     matched with financial  instruments  designated at fair value are presented
     in 'Net income from financial instruments designated at fair value'.

    From 1 January 2004 to 31 December 2004

     The  category,   'Financial  instruments  designated  at  fair  value'  was
     introduced on 1 January 2005 in accordance with HKAS 39.

 (i)Financial investments

    From 1 January 2005

    Treasury bills, debt securities and equity shares intended to be held on a
    continuing basis are classified as available-for-sale securities unless
    designated at fair value (see (h)) or classified as held-to-maturity
    securities. Available-for-sale securities are measured at fair value
    (excluding accrued coupon). Changes in fair value are recognised in
    shareholders'equity until the securities are either sold or impaired, while
    coupon accrual is recognised as 'Net interest income'. On disposal of
    available-for-sale securities, gains or losses held within shareholders'
    equity are recycled through the income statement and classified as 'Gains
    less losses from financial investments'.

    Held-to-maturity investments are non-derivative financial assets with fixed
    or determinable payments and fixed maturities that the group has the
    positive intention and ability to hold until maturity. Held-to-maturity
    investments are initially recorded at fair value plus any transaction costs,
    and are subsequently measured at amortised cost using the effective interest
    rate method, less any impairment losses.

    On 1 January 2005, the group has re-designated certain debt securities
    previously described as 'Long-term held-to-maturity investments' as
    'Available-for-sale securities' following the implementation of HKAS 39.

    From 1 January 2004 to 31 December 2004

    Treasury bills and debt securities and equity shares were accounted for in
    accordance with HK SSAP 24.

    Treasury bills and debt securities intended to be held on a continuing basis
    were classified as 'Long-term investments held-to-maturity' and included in
    the balance sheet at cost, adjusted for amortisation of premium and discount
    on acquisition less provision for permanent diminution in value. Any gain or
    loss on realisation of these securities was recognised in the income
    statement as it arose and included in 'Profit on tangible fixed assets and
    long-term investments', which has been reclassified to 'Gains less losses
    from financial investments' to conform with 2005 disclosure.

    Equity shares intended to be held on a continuing basis were classified as
    'Long-term investments' and included in the balance sheet at fair value.
    Gains and losses arising from changes in fair value were accounted for as
    movements in the 'Long-term equity investment revaluation reserve'. When an
    investment was disposed of, the cumulative profit or loss, including any
    amounts previously recognised in the long-term equity investment revaluation
    reserve, was included in the income statement for the year in 'Profit on
    tangible fixed assets and long-term investments', or 'Gains less losses from
    financial investments' in the 2004 restated format.

 (j)Derivative financial instruments and hedge accounting

    From 1 January 2005

    Derivatives are initially recognised at fair value from the date a
    derivative contract is entered into and are subsequently re-measured at
    their fair value.

    The method of recognising the resulting fair value gain or loss depends on
    whether the derivative is designated as a hedging instrument, and if so, the
    nature of the item being hedged. The group designates certain derivatives as
    either: (i) hedges of the fair value of recognised assets or liabilities or
    firm commitments (fair value hedge); (ii) hedges of highly probable future
    cash flows attributable to a recognised asset or liability, or a forecast
    transaction (cash flow hedge); or (iii) hedges of net investments in a
    foreign entity (net investment hedge). Hedge accounting is applied for
    derivatives designated as fair value, cash flow or net investment in a
    foreign entity hedge, provided certain criteria are met.

    Fair value hedge

    Changes in the fair value of derivatives that are designated and qualified
    as fair value hedges are recorded as 'Trading income' in the income
    statement, together with any changes in the fair value of the hedged asset
    or liability that are attributable to the hedged risk.

    If the hedge no longer meets the criteria for hedge accounting, the
    adjustment to the carrying amount of a hedged item for which the effective
    interest method is used shall be amortised to the income statement over the
    period to maturity.

    Cash flow hedge

    The effective portion of changes in the fair value of derivatives (net of
    interest accrual) that are designated and qualified as cash flow hedges are
    recognised in shareholders' equity. The gain or loss relating to the
    ineffective portion is recognised immediately in the income statement within
    'Trading income' along with accrued interest.

    Amounts accumulated in shareholders' equity are recycled through the income
    statement in the periods in which the hedged item will affect profit or loss
    (e.g., when the forecast sale that is hedged takes place).

    When a hedging instrument expires or is sold, or when a hedge no longer
    meets the criteria for hedge accounting, any cumulative gain or loss
    existing in shareholders' equity at that time remains in shareholders'
    equity and is recognised when the forecast transaction is ultimately
    recognised in the income statement. When a forecast transaction is no longer
    expected to occur, the cumulative gain or loss that was reported in
    shareholders' equity is immediately transferred to the income statement.

    Net investment hedge

    Hedges of net investments in foreign operations are accounted for similarly
    to cash flow hedges. Any gain or loss on the hedging instrument relating to
    the effective portion of the hedge is recognised in shareholders' equity;
    the gain or loss relating to the ineffective portion is recognised
    immediately in the income statement. Gains and losses accumulated in
    shareholders' equity are included in the income statement when the foreign
    operation is disposed of.

    Derivatives that do not qualify for hedge accounting

     All gains and  losses  from  changes  in the fair  value of any  derivative
     instrument  that does not  qualify  for  hedge  accounting  are  recognised
     immediately  in the income  statement  and  reported in  'Trading  income',
     except  where  derivative  contracts  are used with  financial  instruments
     designated  at fair value,  in which case gains and losses are  reported in
     'Net income from financial instruments designated at fair value'.

    Certain derivatives embedded in other financial instruments, such as the
    conversion option in a convertible bond, are treated as separate derivatives
    when their economic characteristics and risks are not closely related to
    those of the host contract and the host contract is not designated at fair
    value. These embedded derivatives are measured at fair value with changes in
    fair value recognised in the income statement.

    From 1 January 2004 to 31 December 2004

    Accounting for derivatives was dependent upon whether the transactions were
    undertaken for trading or non-trading purposes.

    Trading transactions included transactions undertaken for market-making, to
    service customers' needs and for proprietary purposes, together with any
    related hedges. Transactions were marked to market through the income
    statement as 'Trading income'.

    Non-trading transactions were those undertaken for hedging purposes as part
    of the group's risk management strategy against cash flows, assets,
    liabilities or positions, and were measured on an accruals basis, with the
    effect being recognised in 'Net interest income'.

 (k)Offsetting financial instruments

    Financial assets and liabilities are offset and the net amount reported in
    the balance sheet when there is a legally enforceable right to offset the
    recognised amounts and there is an intention to settle on a net basis, or
    realise the asset and settle the liability simultaneously. Previously,
    netting was applied only where a legal right of set-off existed.

 (l)Goodwill and intangible assets

    (i)The group has early adopted HKFRS 3 and goodwill was frozen at carrying
    value at 1 January 2004. Goodwill is tested for impairment annually and
    reported net of accumulated impairment losses. Previously goodwill was
    amortised over its estimated useful life.

    Negative goodwill is taken to the income statement as it arises.

    (ii) Intangible assets include the value of in-force long-term assurance
    business, computer software, trade names, mortgage servicing rights,
    customer lists, core deposit relationships, credit card customer
    relationships and merchant or other loan relationships.

     Intangible  assets that have a finite useful life,  except for the value of
     in-force long-term assurance business, are stated at cost less amortisation
     and are amortised over their useful lives.  A periodic  review is performed
     on intangible assets to confirm that there has been no impairment such that
     the carrying value of the asset requires to be reduced.

 (m)Property

    Investment property

     Investment  properties are included in the balance sheet at fair value with
     changes  in fair  value  recognised  in the  income  statement  (in  'Other
     operating income') with effect from 1 January 2005. Previously,  the change
     in the fair value of investment  properties  was recognised in the premises
     revaluation reserve. The comparative income statement for 2004 has not been
     adjusted to reflect the revaluation of investment properties,  as permitted
     by HKAS 40.

    Leasehold land for own use

     Land held under leases  greater than 500 years is regarded as being under a
     finance lease and is  capitalised,  revalued  periodically  and included in
     'Property'.  Leasehold  land  with  lease  term  less  than  500  years  is
     classified as an operating  lease.  Lease premiums on operating  leases are
     accounted for as prepaid rentals and are amortised to the income  statement
     on a  straight-line  basis over the  remaining  lease  term.  The  premises
     revaluation  reserve has been restated to exclude prior years' revaluations
     on such leases.  Where the original  cost of leasehold  land and  buildings
     cannot be  reliably  split,  both land and  buildings  are treated as being
     under a finance lease, in accordance with HKAS 17.

 (n)Pension and other post-retirement benefits

    The group implemented HK SSAP 34 (which is materially equivalent to HKAS 19)
    in relation to the accounting for pensions in 2003, and adopted the corridor
    approach for the recognition of actuarial gains and losses. The group has
    changed its policy in 2005 to fully recognise actuarial gains and losses in
    the statement of changes in equity.

 (o)Equity compensation plans

     Where  shares of HSBC  Holdings plc are awarded to an employee of the group
     on commencement  of service as an inducement,  or as bonuses with a vesting
     period,  the cost of shares  awarded is amortised  over the vesting  period
     from the date the shares are awarded. Shares purchased for such purpose are
     classified   as   available-for-sale    and   reported   under   'Financial
     investments'.

     For share  options,  the  compensation  expense is spread  over the vesting
     period  from the  date  they  are  granted.  The  compensation  expense  is
     determined by reference to the fair value of the options on grant date, and
     the impact of any  non-market  vesting  conditions  such as option  lapses.
     Where  the  group  is not  charged  for  this by  HSBC  Holdings  plc,  the
     corresponding amount is credited to 'Other reserves'.

     The  group has  taken  advantage  of the  transition  provision  in HKFRS 2
     'Share-based  payment' and applied the treatment  described above to shares
     and options  granted  after 7 November  2002 which were not yet vested at 1
     January 2005.  Previously,  share awards made to employees as part of their
     annual  bonus were charged to the income  statement as incurred.  For share
     options granted, no compensation cost was recognised previously.

 (p)Foreign currencies

     Exchange  differences  arising from the  re-translation  of opening foreign
     currency  net  investments  and the related  cost of hedging  and  exchange
     differences  arising from  re-translation of the result for the period from
     the  average  rate  to the  exchange  rate  ruling  at the  period-end  are
     accounted for in a separate foreign exchange reserve.  Exchange differences
     on a monetary item that is part of a net investment in a foreign  operation
     are  recognised in the income  statement of separate  subsidiary  financial
     statements.  In  the  consolidated  financial  statements,  these  exchange
     differences are recognised in the foreign exchange reserve.
    
 (q)Insurance contracts

    From 1 January 2005

     Through its insurance subsidiaries, the group issues contracts to customers
     that contain  insurance risk,  financial risk or a combination  thereof.  A
     contract  under which the group  accepts  significant  insurance  risk from
     another party,  by agreeing to compensate that party on the occurrence of a
     specified  uncertain future event, is classified as an insurance  contract.
     Such an  insurance  contract  may  also  transfer  financial  risk,  but is
     accounted for as an insurance contract in accordance with HKFRS 4.

     A  contract  issued by the group that  transfers  financial  risk,  without
     significant  insurance risk, is classified as an investment  contract,  and
     accounted for as a financial  instrument  in  accordance  with HKAS 39. The
     financial  assets held by the group for the purpose of meeting  liabilities
     under  insurance  and  investment  contracts are accounted for as financial
     instruments.

     Income  generated from assets  backing  contracts is reported in the income
     statement on a line-by-line basis according to the classification of assets
     as  detailed  in  (i).   Claims   incurred  and  movement  in  policyholder
     liabilities  for  insurance  contracts  are  reported as such in the income
     statement.  Income allocated to  policyholders  on investment  contracts is
     reported as 'Interest  expense' and 'Net income from financial  instruments
     designated at fair value' as appropriate.

    From 1 January 2004 to 31 December 2004

     Policies issued by insurance  subsidiaries on long-term assurance contracts
     were all accounted for as insurance  contracts.  Net  investment  income on
     assets backing  policyholder  liabilities  was reported as such in the 2004
     restated format. Allocation of such income to policyholders was reported as
     'Net insurance claims incurred and movement in policyholder liabilities'.

 (r)Debt securities in issue and subordinated liabilities

    From 1 January 2005

     Debt securities issued for trading purposes or designated at fair value are
     reported  under  the  appropriate   balance  sheet  captions.   Other  debt
     securities in issue and subordinated  liabilities are measured at amortised
     cost using the effective  interest rate method and are reported under 'Debt
     securities in issue' or 'Subordinated liabilities'.

    From 1 January 2004 to 31 December 2004

     Debt  securities  in issue were  measured at cost  adjusted  for  amortised
     premiums and discounts,  and were reported under 'Debt securities in issue'
     or 'Subordinated liabilities'.

 (s)Preference shares

     Preference  shares  satisfying  certain  conditions set out in HKAS 32, are
     required to be  reclassified  as  liabilities,  with  preference  dividends
     reported  as  interest  expense.  Previously,  such costs were  recorded as
     dividends.

 (t)Other presentation differences

     Certain profit and loss items have also been  reclassified  to conform with
     2005 presentation including the following:

    -  reclassifying profit on disposal of tangible fixed assets and surplus on
    property revaluation to 'Other operating income';

    -  reclassifying profit on disposal of long-term investments to 'Gains less
    losses from financial investments';

    -  provisions for litigation and other charges are reclassified to 'General
    and administrative expenses';

    -  'Share of profits in associates' is stated net of taxes.

Consolidated Income Statement for the half-year ended 30Jun04
Reconciliation of HK GAAP and HKFRS
                                              



                                 Effect of transition to HKFRS (excluding HKAS 39 and HKFRS 4)

                          Assets    Pension
             Half-year  acquired        and                                                                 Half-year
                 ended        in      other                   Equity                     Consol-                ended
               30Jun04  exchange      post-                   compe-               Pre-  idation              30Jun04
Figures             as       for retirement   Pro-           nsation  Insurance ference      and   Reclass-        as
in HK$m       reported  advances   benefits  perty Goodwill    plans  contracts  shares   others  ification  restated

Interest
                                                                                 
 income         27,432        (1)         -      -        -        -        130       -     (110)         -    27,451
Interest
 expense        (8,812)        -          -      -        -        -          2    (692)     116          -     9,386)
Net interest
 income         18,620        (1)         -      -        -        -        132    (692)       6          -    18,065
Fee income      10,072         -          -      -        -        -          2       -     (191)         -     9,883
Fee expense     (1,510)        -          -      -        -        -        (26)      -       40          -    (1,496)
Net fee income   8,562         -          -      -        -        -        (24)      -     (151)         -     8,387
Trading income   3,708         -          -      -        -        -          -       -      121          -     3,829
Net investment
 income on
 assets
 backing
 policyholder
 liabilities         -         -          -      -        -        -         94       -        -          -        94
Gains less
 losses from
 financial
 investments         -         -          -      -        -        -          -       -        -        582       582
Dividend income    139         -          -      -        -        -          -       -      (28)         -       111
Net earned
 insurance
 premiums            -         -          -      -        -        -      8,735       -        -          -     8,735
Other operating
 income          2,686        18          -      8        -        -     (1,575)      -       (2)     1,270     2,405
Total operating
 income         33,715        17          -      8        -        -      7,362    (692)     (54)     1,852    42,208
Net insurance
 claims incurred
 and movement in
 policyholder
 liabilities         -         -          -      -        -        -     (7,356)      -        -          -    (7,356)
Net operating
 income before
 loan
 impairment
 charges and
 other
 credit risk
 provisions     33,715        17          -      8        -       -           6    (692)     (54)     1,852    34,852
Loan impairment
 charges and
 other credit 
 risk
 provisions      1,440        (8)         -      -        -       -           -       -        -        130     1,562
Net operating
 income         35,155         9          -      8        -       -           6    (692)     (54)     1,982    36,414
Employee
 compensation
 and
 benefits       (7,281)        -         10      -        -       (3)         4       -       17          -    (7,253)
General and 
 administrative
 expenses       (4,451)        -          -    (27)       -        -        (10)      -       (4)      (130)   (4,622)
Depreciation of
 property,
 plant
 and equipment  (1,019)        -          -    101        -        -          -       -       48          -      (870)
Amortisation of
 intangible
 assets and 
 impairment
 of goodwill       (38)        -          -      -       37        -          -       -      (48)       -         (49)
Total operating
 expenses      (12,789)        -         10     74       37       (3)        (6)      -       13       (130)  (12,794)
Operating
 profit         22,366         9         10     82       37       (3)         -    (692)     (41)     1,852    23,620
Profit on
 tangible fixed
 assets and
 long-term
 investments     1,092        (9)         -      -      (62)       -          -       -       10     (1,031)        -
Surplus arising
 on property
 revaluation       853         -          -    (32)       -        -          -       -        -       (821)        -
Share of
 profit in
 associates        (12)        -          -      -        -        -          -       -       41         (5)       24
Profit before
 tax            24,299         -         10     50      (25)      (3)         -    (692)      10         (5)   23,644
Tax charge      (4,015)        -          -     (7)       -      (17)         -       -        7          5    (4,027)
Profit after
 tax            20,284         -         10     43      (25)     (20)         -    (692)      17          -    19,617
Profit
 attributable to
 minority
 interests      (2,365)        -          -      -       -         7          -       -       28          -    (2,330)
Profit
 attributable
 to
 shareholders   17,919         -         10     43      (25)     (13)         -    (692)      45          -    17,287


Reconciliation of HK GAAP and HKFRS


                                                             
                                                 Effect of transition to HKFRS (excluding HKAS 39 and HKFRS 4)



                           Assets    Pension
              Half-year  acquired        and                                                                Half-year
                  ended        in      other                  Equity                     Consol-                ended
                31Dec04  exchange      post-                  compe-               Pre-  idation              31Dec04
Figures              as       for retirement   Pro-          nsation  Insurance ference      and   Reclass-        as
in HK$m        reported  advances   benefits  perty Goodwill   plans  contracts  shares   others  ification  restated

Interest
                                                                              
 income          30,479        (1)         -      -        -       -        136       -     (118)         -    30,496
Interest
 expense        (10,867)        -          -      -        -       -          2    (848)     122          -   (11,591)
Net interest
 income          19,612        (1)         -      -        -       -        138    (848)       4          -    18,905
Fee Income        9,802         -          -      -        -       -          8       -     (217)         -     9,593
Fee Expense      (1,674)        -          -      -        -       -        (76)      -       51          -    (1,699)
Net fee income    8,128         -          -      -        -       -        (68)      -     (166)         -     7,894
Trading income    2,907         -          -      -        -       8         15       -      244          -     3,174
Net investment
 income on assets
 backing
 policyholder
 liabilities          -         -          -      -        -       -      2,326       -        -          -     2,326
Gains less losses
 from financial
 investments          -         -          -      -        -       -          -       -        -        915       915
Dividend
 income              47         -          -      -        -       -         (1)      -        6          -        52
Net earned
 insurance
 premiums             -         -          -      -        -       -      9,487       -        -          -     9,487
Other operating
 income           3,244        37          -     (5)       -       -     (1,861)      -       (3)       297     1,709
Total
 operating
 income          33,938        36          -     (5)       -       8     10,036    (848)      85      1,212    44,462
Net insurance
 claims incurred
 and movement in
 policyholder
 liabilities         -        -            -      -        -       -    (10,028)      -        -          -   (10,028)
Net operating
 income before
 loan
 impairment charges
 and other
 credit risk
 provisions      33,938        36          -     (5)       -       8          8    (848)      85      1,212    34,434
Loan impairment
 charges and
 other
 credit risk
 provisions        (671)      (30)         -      -        -       -          -       -        -          1      (700)
Net operating
 income          33,267         6          -     (5)       -       8          8    (848)      85      1,213    33,734
Employee
 compensation 
 and benefits    (7,462)        -         23      -        -     (92)         4       -       15          -    (7,512)
General and
 administrative
 expenses        (5,628)        -          -    (27)       -       -        (12)      -       (1)        (1)   (5,669)
Depreciation of
 property, plant
 and equipment   (1,077)        -          -    141        -       -          -       -       51          -      (885)
Amortisation of
 intangible assets
 and impairment
 of goodwill        (36)        -          -      -       36       -          -       -      (52)         -       (52)
Total operating
 expenses       (14,203)        -         23    114       36     (92)        (8)      -       13         (1)  (14,118)
Operating
 profit          19,064         6         23    109       36     (84)         -    (848)      98      1,212    19,616
Profit on 
 tangible
 fixed assets 
 and
 long-term
 investments      1,006        (7)         -      -        -       -          -       -        -       (999)        -
Surplus arising on
 property
 revaluation        171         -          -     42        -       -          -       -        -       (213)        -
Share of
 profit in
 associates         426         -          -      -       32       -          -       -      (44)      (139)      275
Profit before
 tax             20,667        (1)        23    151       68     (84)         -    (848)      54       (139)   19,891
Tax charge       (3,071)        -        (16)   (26)       -      (7)         -       -       20        139    (2,961)
Profit after
 tax             17,596        (1)         7    125       68     (91)         -    (848)      74          -    16,930
Profit
 attributable to
 minority
 interests       (1,950)        -          -      -        -      11          -       -     (131)         -    (2,070)
Profit
 attributable
 to
 shareholders    15,646        (1)         7    125       68     (80)         -    (848)     (57)         -    14,860


Consolidated Balance Sheet at 30Jun04

Reconciliation of HK GAAP and HKFRS


  
                                          Effect of transition to HKFRS (excluding HKAS 39 and HKFRS 4)
  
                           Assets    Pension
                         acquired        and                                                                
                               in      other                   Equity                               Consoli          At
                     At  exchange      post-                   compe-                       Prefe-  -dation     30Jun04
Figures         30Jun04       for retirement   Pro-           nsation  Insurance             rence      and          as
in HK$m     as reported  advances   benefits  perty  Goodwill   plans  contracts  Netting   shares   others    restated
                                                                                
ASSETS
Cash and
 short-term
 funds          411,902         -          -      -         -       -      4,363      684        -       82     417,031
Placings with 
 banks maturing 
 after
 one month      114,738         -          -      -         -       -          -        -        -        -     114,738
Certificates
 of deposit      51,980         -          -      -         -       -          -        -        -        -      51,980
Hong Kong SAR 
 Government
 certificates
 of
 indebtedness    85,674         -          -      -         -       -          -        -        -        -      85,674
Trading assets   85,738         -          -      -         -       -     19,241    7,714        -      722     113,415
Derivatives      35,938         -          -      -         -       -          -   24,821        -        -      60,759
Advances to
 customers      850,127      (793)         -      -         -       -          -      100        -      510     849,944
Financial
 investments    402,053         -          -      -         -     548     15,728        -        -      204     418,533
Amounts due 
 from fellow 
 subsidiary
 companies       43,488         -          -      -         -       -      5,420        -        -   (5,420)     43,488
Investments in
 associates       2,786         -          -    (80)        -       -          -        -        -     (319)      2,387
Goodwill and
 intangible
 assets             907         -          -      -        43       -      2,968        -        -      210       4,128
Property,
 plant and
 equipment       40,282         -          -(10,890)        -       -          -        -        -     (210)     29,182
Deferred tax
 assets           1,589         -         26      -         -       -          -        -        -       13       1,628
Retirement
 benefits         1,074         -        487      -         -       -          -        -        -        -       1,561
Other assets    106,427       793          -  2,667         -     (59)   (56,145)      (6)       -     (253)     53,424
              2,234,703         -        513 (8,303)       43     489     (8,425)  33,313        -   (4,461)  2,247,872

LIABILITIES
Hong Kong SAR 
 currency notes 
 in
 circulation     85,674         -          -      -         -       -          -        -        -        -      85,674
Deposits by
 banks           73,900         -          -      -         -       -        158    1,582        -        -      75,640
Customer
 accounts     1,572,387         -          -      -         -       -       (125)     108        -   (1,519)  1,570,851
Trading
 liabilities     35,810         -          -      -         -       -          -        -        -        -      35,810
Derivatives      33,688         -          -      -         -       -          -   23,915        -        -      57,603
Debt
 securities in
 issue          127,399         -          -      -         -       -        (55)   7,696        -   (3,352)    131,688
Retirement
 benefit
 liabilities        179         -        204      -         -       -          -        -        -        -         383
Amounts due 
 to fellow 
 subsidiary
 companies       31,246         -          -      -         1       -        111        -      751     (112)     31,997
Amounts due 
 to ultimate 
 holding 
 company            660         -          -      -         -       -          -        -        -        -         660
Other
 liabilities     58,898         -        195      -      (127)    117     (1,746)      12     (751)     172      56,770

Liabilities to 
 policyholders 
 under
 long-term
 assurance
 business        53,870         -          -      -         -       -     (7,041)       -        -        -      46,829
Current
 taxation         3,828         -          -      -         -       -          -        -        -        -       3,828
Deferred
 taxation         4,381         -       (113)(1,016)        -       -        273        -        -        5       3,530
Subordinated
 liabilities     12,777         -          -      -         -       -          -        -        -        -      12,777
Preference
 shares               -         -          -      -         -       -          -        -   47,212        -      47,212
              2,094,697         -        286 (1,016)     (126)    117     (8,425)  33,313   47,212   (4,806)  2,161,252
  
CAPITAL RESOURCES
Share capital    59,570         -          -      -         -       -          -        -  (43,316)       -      16,254
Other reserves   15,822         -          - (9,745)        -     192          -        -   (3,896)   1,615       3,988
Retained
 profits         44,204         -        227  2,458       169     180          -        -        -   (1,023)     46,215
Proposed
 dividend         4,750         -          -      -         -       -          -        -        -        -       4,750
Shareholders' 
 funds          124,346                                                                                          71,207
Minority
 interests       15,660         -          -      -       -       -            -        -        -     (247)     15,413
                140,006                                                                                          86,620
              2,234,703         -        513 (8,303)       43     489     (8,425)  33,313        -   (4,461)  2,247,872


Consolidated Balance Sheet at 31Dec04

Reconciliation of HK GAAP and HKFRS


                                        
                                         Effect of transition to HKFRS (excluding HKAS 39 and HKFRS 4)



                           Assets    Pension
                         acquired        and                                                                
                               in      other                   Equity                               Consoli          At
                     At  exchange      post-                   compe-                       Prefe-  -dation     31Dec04
Figures         31Dec04       for retirement   Pro-           nsation  Insurance             rence      and          as
in HK$m        reported  advances   benefits  perty  Goodwill   plans  contracts  Netting   shares   others    restated
                                                                              
ASSETS
Cash and
 short-term
 funds          501,207         -          -      -         -       -      5,098    4,287        -       52     510,644
Placings with
 banks
 maturing
 after one
 month           74,481         -          -      -         -       -        230        -        -        -      74,711
Certificates
 of deposit      48,643         -          -      -         -       -      3,100        -        -        -      51,743
Hong Kong SAR
 Government
 certificates
 of
 indebtedness    92,334         -          -      -         -       -          -        -        -        -      92,334
Trading assets   85,356         -          -      -         -       -     14,937    8,330        -    1,276     109,899
Derivatives      54,837         -          -      -         -       -          -   39,541        -       20      94,398
Advances to
 customers      919,253      (561)         -      -         -       -          -        -        -      500     919,192
Financial
 investments    425,635         -          -      -         -     566     23,829        -        -      135     450,165
Amounts due
 from fellow
 subsidiary
 companies       82,592         -          -      -         -       -      6,330        -        -   (6,330)     82,592
Investments
 in associates   16,918         -          -   (107)       32       -          -        -        -     (500)     16,343
Goodwill and
 intangible
 assets           1,526         -          -      -        67       -      3,513        -        -      223       5,329
Property,
 plant and
 equipment       42,080         -          -(11,432)        -       -          -        -        -     (223)     30,425
Deferred tax
 assets           1,659         -          -      -         -       -          -        -        -       52       1,711
Retirement
 benefits         1,297         -         10      -         -       -          -        -        -        -       1,307
Other assets    111,227       561          -  2,622        24     (83)   (66,259)      (1)       -     (240)     47,851
              2,459,045         -         10 (8,917)      123     483     (9,222)  52,157        -   (5,035)  2,488,644

LIABILITIES
Hong Kong SAR
 currency
 notes in
 circulation     92,334         -          -      -         -       -          -        -        -        -      92,334
Deposits by
 banks           73,098         -          -      -         -       -          2    1,880        -        -      74,980
Customer
 accounts     1,730,494         -          -      -         -       -       (227)     221        -   (2,377)  1,728,111
Trading 
 liabilities     37,281         -          -      -         -       -          -        -        -        -      37,281
Derivatives      50,635         -          -      -         -       -          -   41,727        -        -      92,362
Debt
 securities in
 issue          150,179         -          -      -         -       -        (55)   8,315        -   (3,277)    155,162
Retirement
 benefit
 liabilities        211         -        116      -         -       -          -        -        -        -         327
Amounts due
 to fellow
 subsidiary
 companies       17,137         -          -      -         -       -        219        -      432     (220)     17,568 
Amounts due
 to ultimate
 holding
 company            479         -          -      -         -       -          -        -       74        -         553
Other
 liabilities     62,548         -          -      -      (121)    (46)       (54)      14     (506)  (1,225)     60,610
Liabilities
 to
 policyholders
 under
 long-term
 assurance
 business        62,643         -          -      -         -       -     (9,107)       -        -    1,402      54,938
Current
 taxation         2,333         -          -      -         -       -          -        -        -        -       2,333
Deferred
 taxation         4,676         -        (23)(1,074)       50      88          -        -        -       (2)      3,715
Subordinated
 liabilities     11,142         -          -      -         -       -          -        -        -        -      11,142
Preference
 shares              -          -          -      -         -       -          -        -   55,602        -      55,602
              2,295,190         -         93 (1,074)      (71)     42     (9,222)  52,157   55,602   (5,699)  2,387,018

CAPITAL
RESOURCES
Share capital    74,213         -          -      -         -      -           -        -  (51,719)       -      22,494
Other           
 reserves        17,399         -          -(10,098)        -     332          -        -   (3,883)   2,775       6,525
Retained
 profits         51,083         -        (83) 2,255       194     109          -        -        -   (2,061)     51,497
Proposed 
dividend          4,800         -          -      -         -       -          -        -        -        -       4,800
Shareholders' 
 funds          147,495                                                                                          85,316
Minority 
 interests       16,360         -          -      -         -       -          -        -        -      (50)     16,310
                163,855                                                                                         101,626
              2,459,045         -         10 (8,917)      123     483     (9,222)  52,157        -   (5,035)  2,488,644


Consolidated Balance Sheet at 1Jan05

Effect of transition impacted by HKAS 39 and HKFRS 4



                                   Balance                                Balance
                                 excluding                              including
                                   HKAS 39                                HKAS 39
                                       and                                    and
Figures in HK$m                    HKFRS 4     HKFRS4       HKAS39        HKFRS 4

ASSETS
                                                                  
Cash and short-term funds          510,644          -      (33,625)       477,019
Placings with banks
 maturing after one month           74,711          -       (1,018)        73,693
Certificates of  deposit            51,743          -           (2)        51,741
Hong Kong SAR Government 
 certificates of indebtedness       92,334          -            -         92,334
Trading assets                     109,899          -       20,041        129,940
Financial assets designated at             
 fair value                              -          -       36,072         36,072
Derivatives                         94,398          -       (7,237)        87,161
Advances to customers              919,192          -       (4,036)       915,156
Financial investments              450,165          -      (15,468)       434,697
Amounts due from fellow                        
 subsidiary companies               82,592          -       (1,477)        81,115
Investments in associates           16,343          -            -         16,343
Goodwill and intangible assets       5,329          -            -          5,329
Property, plant and equipment       30,425          -            -         30,425
Deferred tax assets                  1,711          -         (328)         1,383
Retirement benefits                  1,307          -            -          1,307
Other assets                        47,851        (89)     (10,384)        37,378
                                 2,488,644        (89)     (17,462)     2,471,093

LIABILITIES
Hong Kong SAR currency                            
 notes in circulation               92,334          -            -         92,334
Deposits by banks                   74,980          -       (2,325)        72,655
Customer accounts                1,728,111     28,518      (63,512)     1,693,117
Trading liabilities                 37,281          -      125,743        163,024
Financial liabilities                   
 designated at fair value                -          -        1,254          1,254
Derivatives                         92,362          -          654         93,016
Debt securities in issue           155,162          -      (91,473)        63,689
Retirement benefit liabilities         327          -            -            327
Amounts due to fellow               
 subsidiary companies               17,568          -       (1,731)        15,837
Amounts due to ultimate
 holding company                       553          -            -            553
Other liabilities                   60,610    (28,651)      12,540         44,499
Liabilities to policyholders under
long-term assurance business        54,938          -      (54,938)             -
Liabilities to customers under                     
 investment contracts                    -          -       28,468         28,468
Liabilities to customers under
 insurance contracts issued              -          -       26,312         26,312
Current taxation                     2,333          -           29          2,362
Deferred taxation                    3,715          -         (155)         3,560
Subordinated liabilities            11,142          -           74         11,216
Preference shares                   55,602          -            -         55,602
                                 2,387,018       (133)     (19,060)     2,367,825

CAPITAL RESOURCES
Share capital                       22,494          -            -         22,494
Other reserves                       6,525          3        1,330          7,858
Retained profits                    51,497         41          (80)        51,458
Proposed dividend                    4,800          -            -          4,800
Shareholders' funds                 85,316                                 86,610
Minority interests                  16,310          -          348         16,658
                                   101,626                                103,268
                                 2,488,644        (89)     (17,462)     2,471,093









                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                               HSBC Holdings plc

                                                By:
                                                Name:  P A Stafford
                                                Title: Assistant Group Secretary
                                                Date:  1 August, 2005